Source - RNS
RNS Number : 4756R
Triple Point Income VCT PLC
14 June 2018
 

Triple Point Income VCT plc

 

LEI: 213800IXD8S5WY88L245

 

The financial information set out in these statements does not constitute the Company's statutory accounts for the year ended 31 March 2018, prepared in accordance with section 435 of the Companies Act 2006, but is derived from those accounts. The auditors have reported on these accounts and their report was unqualified and did not contain a statement under section 498(2) of the Companies Act 2006.

 

Final Results

 

Triple Point Income VCT plc managed by Triple Point Investment Management LLP today announces the final results for the year ended 31 March 2018.

 

These results were approved by the Board of Directors on 14 June 2018.

 

You may view the Annual Report in due course on the Triple Point website www.triplepoint.co.uk

 

Financial Summary

 

Year ended 31 March 2018

 

 

 

 

 

 

 

 

 

 

Ord Shares

A Shares

C Shares

D Shares

E Shares

 

Total

Net assets

£'000

12,795

-  

15,166

14,794

28,463

 

71,218

Net asset value per share

Pence

65.74p

-   

112.84p

107.98p

98.32p

 

n/a

Net profit before tax

£'000

675

69

1,598

1,176

(575)

 

2,943

Earnings per share

Pence

3.50p

1.52p

11.34p

7.79p

(1.70p)

 

n/a

 

 

 

 

 

 

 

 

 

Cumulative return to shareholders (p)

 

 

 

 

 

 

 

 

Net asset value per share

 

65.74

-  

112.84

107.98

98.32

 

 

Dividends paid

 

33.06

99.99

10.00

5.00

-  

 

 

Net asset value plus dividends paid

 

98.80

99.99

122.84

112.98

98.32

 

 

 

 

 

 

 

 

 

 

 

Year ended 31 March 2017

 

 

 

 

 

 

 

 

 

 

Ord Shares

A Shares

C Shares

D Shares

E Shares

 

Total

Net assets

£'000

13,573

2,179

14,314

14,413

-  

 

44,479

Net asset value per share

Pence

69.74p

42.46p

106.49p

105.19p

-  

 

n/a

Net profit before tax

£'000

429

73

957

652

-  

 

2,111

Earnings per share

Pence

2.05p

1.18p

6.46p

3.93p

-  

 

n/a

Cumulative return to shareholders (p)

 

 

 

 

 

 

 

 

Net asset value per share

 

69.74

42.46

106.49

105.19

-  

 

 

Dividends paid

 

25.56

56.20

5.00

-  

-  

 

 

Net asset value plus dividends paid

 

95.30

98.66

111.49

105.19

-  

 

 

 

Triple Point Income VCT plc ("the Company") is a Venture Capital Trust ("VCT"). The Investment Manager is Triple Point Investment Management LLP ("TPIM"). The Company was incorporated in November 2007.

 

·    Ordinary Shares: these are held by the shareholders that were in the Company prior to the merger on 21 November 2012; and by former TP70 2008(II) VCT plc shareholders; and shares that were held by the B Ordinary Shareholders which were converted to Ordinary Shares on 31 October 2013.

 

·    A Ordinary Shares: on 13 February 2018 the company cancelled 5,131,353 A Ordinary Shares, paying the final 1p back to Shareholders. At the date of cancellation, a total of £5,130,840 had been returned to the A Ordinary Shareholders.

 

·    C Ordinary Shares: these are the shares issued in the Offer that closed on 27 May 2014. A total of £14.0 million was raised and 13,441,438 C Shares were issued.

 

·    D Ordinary Shares: these are the shares issued in the Offer that closed on 30 April 2015. A total of £14.3 million was raised and 13,701,636 D Shares were issued.

 

·    E Ordinary Shares: these are the shares issued in the Offer that closed this year on 15 May 2017. Just under £30 million was raised and 28,949,575 E Shares were issued.

 

The Strategic Report on pages 2 to 25, the Directors' Report on pages 26 to 29, the Corporate Governance report on pages 31 to 35 and the Directors' Remuneration Report on pages 36 to 40 have each been drawn up in accordance with the requirements of English law and liability in respect thereof is also governed by English law. In particular, the responsibility of the Directors for these reports is owed solely to Triple Point Income VCT plc.

 

Strategic Report

 

The Directors submit to the members their Annual Report and Financial Statements for the Company for the year ended 31 March 2018.

 

The Strategic Report, on pages 2 to 25, has been prepared in accordance with the requirements of section 414c of the Companies Act 2006. Its purpose is to inform the members of the Company and help them to assess how the Directors have performed their duty to promote the success of the Company, in accordance with section 172 of the Companies Act 2006.

 

Chairman's Statement

 

I am writing to present the Financial Statements for Triple Point Income VCT plc ("the Company") for the year ended 31 March 2018.

 

I am delighted to report that during the year the Company successfully completed the realisation of the A Ordinary Share Class portfolio. The final 1p per share capital was distributed to the A Ordinary Shareholders on 9 March 2018.Taken together with the cumulative dividends of 98.99p, the total returned was 99.99p per share. This result exceeds the original minimum target return of 97.60p at launch by 2.39p per share.

 

Investment Portfolio

 

The Company's funds at 31 March 2018 are 80% invested in a portfolio of VCT qualifying and non-qualifying quoted and unquoted investments. At 31 March 2018 the Company continues to meet the condition that at least 70% of the relevant funds must be invested in VCT qualifying investments within three years.

 

The Investment Manager's review on pages 14 to 17 gives an update on the portfolio of investments in 19 small unquoted businesses and one quoted Real Estate Investment Trust.

 

Ordinary Share Class

 

During the year the Ordinary Share Class held a diverse portfolio consisting of electricity generation, crematorium management and SME funding.

 

The Ordinary Share Class has recorded a profit over the period of 3.50p per share. As at 31 March 2018 the net asset value stood at 65.74p per share. Adding back the dividends paid to Ordinary Class Shareholders of 33.06p takes the total return including net asset value to 98.80p per share. This compares to a weighted average share price at acquisition or conversion of 83.60p and a minimum target return of 90.40p.

 

May 2018 marked the end of the five year minimum VCT holding period for this share class and, in line with investor expectations, the Board has resolved to pay a dividend to Ordinary Share Class shareholders on the register on 13th July 2018 of 60.74p per share.  This dividend, which will be paid on 26th July 2018, represents a significant return of value to shareholders. 

 

A Share Class

 

On 13 February 2018 the A Ordinary Shares were cancelled, with the final 1p of share capital returned to A Ordinary Class Shareholders on 9 March 2018. Taken together with the cumulative dividends of 98.99p the total returned was 99.99p per share. This compares to a minimum target return at launch of 97.60p.

 

C Share Class

 

The C Share Class has investments in three companies in the Hydroelectric Power sector which between them own six hydroelectric schemes in the Scottish Highlands. All schemes have been successfully commissioned and are operating broadly in line with expectations. The C Share Class has also invested in companies which provide SME funding to the Hydroelectric Power sector.

 

The C Share Class has recorded a profit over the period of 11.34p per share. At 31 March 2018 the net asset value stood at 112.84p per share. Adding back the total dividends paid to date takes the total return including the net asset value to 122.84p per share

 

The Company paid a second dividend to C Class Shareholders of £672,072, equal to 5p per share, on 14 July 2017. The Board has resolved to pay another dividend of £672,072 equal to 5p per share on 26th July 2018 to shareholders on the register on 13 July 2018.

 

D Share Class

 

The D Share Class has investments in five companies in the Hydroelectric Power sector which between them own six hydroelectric schemes in the Scottish Highlands. All schemes have now been commissioned and are operating in line with expectations. The D Share Class has also invested in two companies providing funding to SMEs, one of which focuses on the Hydroelectric Power sector.

 

The D Share Class has recorded a profit over the period of 7.79p per share. At 31 March 2018 the net asset value stood at 107.98p per share. Adding back the first dividend of 5p, takes the total return including the net asset value to 112.98p per share.

 

The Company paid its first dividend to D Class Shareholders of £685,082, equal to 5.00p per share, on 14 July 2017. The Board has resolved to pay a second dividend of £685,082 equal to 5p per share on 26th July 2018 to shareholders on the register on 13th July 2018.

 

E Share Class

 

The E Share Class offer closed on 15 May 2017 raising just under £30 million with a total of 28,949,575 E Shares being issued. During the period the E Share Class made a qualifying investment of £5m in to a pioneering vertical growing company that has commenced construction of a state of the art growing facility in Cheshire.

 

The E Share Class also made a non-qualifying investment of £6m into the Triple Point Social Housing Real Estate Investment Trust PLC ("REIT"). This investment generates income from a diversified portfolio of supported housing property leases, and is targeting a return of 5p per share, per annum.

 

The Board has agreed that from 1st April 2018 the E Share Class will benefit from the income, risk and returns from a diverse portfolio of investments previously attributed to the Ordinary Share Class. This established and income-producing portfolio has investments spanning Hydro, Crematorium Management, Solar and SME Lending. The investments were valued at £11.01 million at 31st March 2018.

 

The E Share Class recorded a loss over the period of 1.70p per share due to the administrative costs incurred whilst suitable investment opportunities have been sought.

 

Specific Risks

 

The principal risks which the Board feel the Company is facing are discussed in further detail on pages 12 and 13.

In particular the Board consider specific risks to be;

 

·      investment risk associated with holding VCT qualifying investments;

·      risk of failure to maintain approval as a VCT;

·      risk of inability to realise investments in order to return funds to investors in line with expectations.

 

The Board believes these risks are manageable and, with the Investment Manager, continues to work to minimise either the likelihood or potential impact of these risks within the scope of the Company's established investment strategy.

 

Outlook

 

The Board is delighted with the progress achieved in all share classes. During the year, the Investment Manager successfully facilitated a rapid exit for the A Share Class and is currently working towards realising value for the Ordinary Share Class. The C Share Class and D Share Class have successfully generated above target returns, and the E Share Class has made good progress in deploying funds within the first 12 months. 

 

Following the end of the minimum five year holding period in May 2018, the Company and the Investment Manager continue to monitor the performance of the Ordinary Share portfolio and to progress a return of value for the Shareholders of that Class.

 

The focus on the C and D Share Class investments in the Hydroelectric Power sector is on enhancing the operation of the sites now they are fully operational. We are pleased with the performance of the hydroelectric portfolio to date, and we believe that, as the portfolio matures, there remains the opportunity to further enhance its value through strategic management.

 

The Company's focus for the E Share Class is to invest the remaining funds raised into suitable unquoted investments as soon as possible.

 

The Autumn Budget 2017 brought about changes to the VCT landscape with the government, through its 'Financing Growth in Innovative Firms' consultation ("the Patient Capital Review") highlighting the importance of the role of VCTs in providing investments into SMEs. The outcome of this review has resulted in a number of changes, including increasing a VCT's minimum qualifying percentage threshold from 70% to 80%. This will come into effect from 6 April 2019.

 

Another key finding of the Patient Capital Review is that future qualifying investments (from 6 April 2018) must adhere to new deployment timelines with 30% of new funds required to be invested within the first 12 months compared to the previous timeframe of 3 years.

 

VCTs will also be subject to a new principles-based test that will aim to ensure they focus on investment in companies seeking investment for their long-term growth and development.

 

The Company, along with the Investment Manager, has begun to put in place procedures to ensure the transition required will have a minimal effect on the Company. The Board believes good progress is being made in this area and is on track to implement any required changes.

 

If you have any questions or comments, please do not hesitate to contact Triple Point on 020 7201 8989.

 

David Frank

Chairman

14 June 2018

 

Strategic Report - Company Strategy and Business Model

 

The Directors assess the Company's success in meeting its objectives in relation to returns, stability, VCT qualification and, ultimately, exit.

 

Performance Update

 

At launch the Ordinary Shares targeted a return of 8% to 10% pa including the benefit of tax relief. At a weighted average share price at acquisition or conversion of 83.60p and an 8% return this is broadly equivalent to a total target return to investors in 2018 of 90.40p. This compares to a net asset value per share for the Ordinary Share Class at 31 March 2018 of 65.74p which, together with dividend payments of 33.06p, brings the total return at 31 March 2018 to 98.80p, meaning the Ordinary Share Class is exceeding the minimum targeted return.

 

The A Share Class, previously shares in TP12 (I) VCT plc, targeted a return of 9% to 12% per annum. On a weighted average share price at conversion of 86.40p and using a 9% return this broadly equates to a total target return to investors of 97.60p. This compares to the actual return to Shareholders of 99.99p, meaning the A Ordinary Share Class exceeded its minimum targeted return.

 

The C Share Class targets a return of 100p per share by the end of year six. It is intended that this will comprise the income tax rebate, tax-free dividends in years two, three, four and five of an average 5p per share, followed by a substantial capital realisation in year six. It is anticipated that from year six investors will then receive, on average, an annual tax-free dividend of around 7% in each of the next nine years, and a final tax-free payment of approximately 50p per share in 2029, following the sale of the VCT's hydro projects. The net asset value per share for the C Share Class at 31 March 2018 stood at 112.84p. Adding back the dividends paid to C Class Shareholders of 10.00p per share takes the total return including net asset value to 122.84p per share. The Company is currently meeting its objectives for the C Share Class.

 

The target for the D Share Class is to pay shareholders a cash return of 100p per share by the end of the sixth year. It is intended that this will comprise the income tax rebate, tax-free dividends in years two, three, four and five of an average 5p per share, followed by a substantial capital realisation in year six. It is anticipated that from year six investors will then receive, on average, an annual tax-free dividend of around 7% in each of the next nine years, and a final tax-free payment of approximately 50p per share in 2030, following the sale of the VCT's hydro projects. The net asset value per share for the D Share Class at 31 March 2018 stood at 107.98p. The Company is currently meeting its objectives for the D Share Class and during the year declared its first dividend of 5p per share, which was paid on 14 July 2017.

 

In respect of the E Share Class, the Company aims to distribute from income generated by its investments an average of 5p per E Share for the financial year ending 31 March 2020 followed by a regular dividend of up to 5p per E Share per annum for the remaining life of the E Share Class. The net asset value per share for the E Share Class at 31 March 2018 stood at 98.32p. The E Share Class received its first dividend and property income distribution from its investment in the Triple Point Social Housing Real Estate Investment Trust during the period.

 

The Board and the Investment Manager are both committed to ensuring that returns on the investment portfolio are optimised and that the VCT remains fully invested and continues to be managed in line with the Company's investment strategy and risk profile.

 

The Board expects the Investment Manager to deliver a performance which meets the objective of achieving long-term investment returns, including tax-free dividends. A review of the performance of the Company's investments during the financial year, the position of the Company at the year end and the outlook for the coming year is contained within the Chairman's statement on pages 2 to 4 and the Investment Manager's Review on pages 14 to 17.

 

Dividend Policy

 

Generally, a VCT must distribute by way of dividend such amounts to ensure that it retains not more than 15% of its income from shares and securities. The Directors aim to maximise tax free distributions to shareholders of income or realised gains. It is envisaged that the Company will distribute most of its net income each year by way of dividend, subject to liquidity.

 

Investment Policy

 

The Company's main focus is to generate returns from a portfolio of investments in companies based in the UK in order to make regular tax-free dividends.

 

The key objectives of the Company are to:

 

a)   Pay regular tax-free dividends to investors;

b)   Maintain VCT status to enable investors to benefit from the associated tax reliefs;

c)   Reduce the volatility normally associated with early stage investments by applying its Investment Policy;

d)   In respect of the Ordinary Share Fund, provide investors with the opportunity to exit shortly after five years following investment;

e)   In respect of the C Ordinary Share Fund and the D Ordinary Share Fund, provide investors with the opportunity to exit shortly after 16 years following investment with a partial return of funds to shareholders after 6 years; and

f)    In respect of the E Ordinary Share Fund, provide investors with the opportunity to exit between ten and twelve years following investment with a possible early partial return of funds to shareholders if market conditions present such an opportunity.

 

The Company will not vary these objectives to any material extent without the approval of the Shareholders.

 

The Company's investment policy has been designed to satisfy the legislative requirements of the VCT scheme and to provide stable and readily realisable returns. The Company's investment policy is directed towards new investments into cash generative businesses which are operating in stable or mature fields with a high quality customer base and which can provide a positive return to investors. The investments will be made with the intention of growing and developing the revenues and profitability of the target businesses to enable them to be considered for traditional forms of bank finance and other funding. This, in turn, should enable the Company to benefit from refinance gains or from a favourable sale to a third party.

 

As identified in the Chairman's Statement, the outcome of the government's Patient Capital Review was announced in the Autumn Budget in 2017. Although the landscape of VCTs will be affected the investment policy of the Company will continue to aim for regular tax-free dividends, maintenance of the VCT qualifying status and to minimise the volatility associated with early stage investments.

 

In respect of Qualifying Investments the Company will seek:

 

a)   Investments on which robust due diligence has been undertaken;

b)   Investments where there is access to regular material financial and other information;

c)   Investments where it may be possible to mitigate capital losses through careful analysis of the collateral available; and

d)   Investments where there is a strong relationship with the key decision makers.

 

Target Asset Allocation

 

At least 70% of the Company's net assets will be invested in Qualifying Investments. As mentioned in the Outlook above, this minimum asset investment will increase to 80% from 6 April 2019. The remaining assets will be exposed either to (i) cash or cash-based similar liquid investments or (ii) investments originated in line with the Company's Qualifying Investment policy but with realisation dates which fit with the liquidity needs of the Company.

 

Qualifying Investments will typically range between £500,000 and £5,000,000 and encompass businesses with strong asset bases, predictable revenue streams or with contractual revenues from financially sound counterparties. No single investment by the Company will represent more than 15 per cent of the aggregate net asset value of the Company at the time the investment is made.

 

Qualifying Investments

 

The Company will pursue investments in a range of industries but the type of business being targeted is subject to the specific investment criteria discussed below. The objective is to build a portfolio of unquoted companies which are cash generative and, therefore, capable of producing income and capital repayments to the Company prior to their disposal by the Company.

 

Although invested in diverse industries, it is intended that the Company's portfolio will comprise companies with certain characteristics, for example clear commercial and financial objectives, strong customer relationships and, where possible, tangible assets with value. Triple Point will focus on identifying businesses typically with contractual revenues from financially sound counterparties or a stream of predictable transactions with multiple clients. Businesses with assets providing valuable security may also be considered. The objective is to reduce the risk of losses through reliability of cash flows or quality of asset backing and to provide investors with tax-free income.

 

The criteria against which investment targets would be assessed will include the following:

 

a)   An attractive valuation at the time of the investment;

b)   Managed risk of capital losses;

c)   The quality of the company's cash flows;

d)   The quality of the businesses' counterparties, suppliers and market position;

e)   The sector in which the business is active;

f)    The quality of the company's assets;

g)   The opportunity to structure an investment that can produce distributable income;

h)   The potential for growing and developing the revenues and profitability of the company to enable it to be considered   for traditional forms of bank finance and other funding; and

i)    The ability to facilitate an exit which enables the Company to meet its key investment objective of returning funds in line with shareholder expectations. As the value of investments increase, the Company's investment manager will monitor opportunities for the Company to realise capital gains to enable it to make tax-free distributions to shareholders.

As the value of investments increase the Company's Investment Manager will monitor opportunities for the Company to realise capital gains to enable the Company to make tax-free distributions to shareholders.

 

Non-Qualifying Investments

 

The Non-Qualifying Investments will be managed with the intention of generating a positive return. The Non-Qualifying Investments will comprise from time to time a variety of assets including investments following Triple Point's Navigator Strategy, quoted or unquoted investments (direct or indirect) in cash and highly liquid interest bearing investments, secured loans, bonds, equities, and collective investment schemes.

 

Borrowing Powers

 

The Company has no present intention of utilising direct borrowing as a strategy for improving or enhancing returns. To the extent that borrowing is required, the Directors will restrict the borrowings of the Company and exercise all voting and other rights or powers of control over its subsidiary undertakings (if any) to ensure that the aggregate amount of money borrowed by the group, being the Company and any subsidiary undertakings for the time being, (excluding intra-group borrowings), shall not without the previous sanction of an ordinary resolution of the Company exceed 30% of its NAV at the time of any borrowing.

 

Risk Diversification

 

The Company aims to invest in a number of different businesses within different industry sectors but may focus investments in a single sector where appropriate to do so. No single investment by the Company will represent more than 15 per cent of the aggregate NAV of the Company at the time the investment is made.

 

The above Investment Policy does not take into account the changes to the VCT rules relating to non-qualifying investments that took effect on 6 April 2016. From that date any non-qualifying investments must be in either shares or units in alternative investment funds, undertakings for collective investment in transferable securities (UCITS) which meet certain requirements or ordinary shares / securities in a company which are acquired on a regulated market. The Investment Manager will make sure that all non-qualifying investments made after that date meet the new requirements although it is not expected this will represent a departure from the current policy.

 

Key Performance Indicators

 

As a VCT the Company's objectives are providing Shareholders with up front tax relief and returns through capital appreciation and the payment of dividends.

 

The primary KPI in meeting these objectives is:

 

·    Net Asset Value plus dividends paid.

 

A record of this indicator is detailed on page 1 entitled Financial Summary.

 

Tax Benefits

 

The Company's objective is to provide shareholders with an attractive income and capital return by investing its funds in a broad spread of unlisted UK companies which meet the relevant criteria for investment by Venture Capital Trusts.

 

Investing in a VCT brings the benefit of tax-free dividends, as well as up-front income tax relief.  The Company continues to meet the VCT qualification requirements which are continuously monitored by the Investment Manager and reviewed by the Directors.  Investment classification by asset value and sector value are shown over the following pages:

 

Investment classification for the Ordinary Share Class by asset value and sector value are shown below:

 

Investment Portfolio - Ordinary Share Class

 

VCT Qualifying Investments          72%  

VCT Non-Qualifying Investments        13%

Cash                                               15%            

 

Qualifying Investments by Sector - Ordinary Share Class

 

Crematorium Management                  6%

Hydro Electric Power                             26%

Electricity Generation - Other                 61%

SME Funding - Other                              4%

SME Funding - Hydro Electric Power      3%

 

Investment classification for the C Share Class by asset value and sector value are shown below:

 

Investment Portfolio - C Share Class

 

VCT Qualifying Investments                73%  

VCT Non-Qualifying Investments        23%

Cash                                                    4%       

 

Investments by Sector - C Share Class

 

Hydro Electric Power                           80%

SME Funding - Hydro Electric Power  20%

 

Investment classification for the D Share Class by asset value and sector value are shown below:

 

Investment Portfolio - D Share Class

 

VCT Qualifying Investments                82%  

VCT Non-Qualifying Investments        16%

Cash                                                      2%       

 

Investments by Sector - D Share Class

 

Hydro Electric Power                           85%

SME Funding - Hydro Electric Power    9%

Electricity Generation - Other                6%

 

Investment classification for the E Share Class by asset value and sector value are shown below:

 

Investment Portfolio - E Share Class

 

VCT Qualifying Investments                18%  

VCT Non-Qualifying Investments         27%

Cash                                                     55%  

 

Investments by Sector - E Share Class

 

Vertical Growing                                   39%

Quoted Investments                             46%

SME Funding - Hydro Electric                9%

SME Funding - Other                             6%

 

VCT Regulation

 

VCTs were first introduced in the Finance Act 1995 to provide a means for private individuals to invest in unquoted companies in the UK. The Finance Act 2004 introduced changes to VCT legislation designed to make VCTs more attractive to investors. The current tax benefits available to eligible investors in VCTs include:

·    Up-front income tax relief of 30% on a maximum investment of £200,000 per tax year on newly-issued shares;

·    exemption from income tax on dividends received; and

·    exemption from capital gains tax on disposals of shares in VCTs.

 

Since the Finance Act 2004, the VCT rules have subsequently been amended under the Finance Act 2014 and the Finance (No 2) Act 2015. The Investment Manager, utilising advice from Philip Hare & Associates LLP, ensures continued compliance with any legislative changes.

 

As referred to in the Chairman's Statement on page 3, further changes are to be introduced with effect from 6 April 2019. The Company will continue to aim to ensure its compliance with the qualification requirements. 

 

The Company has been approved as a VCT by Her Majesty's Revenue and Customs. In order to maintain this approval the Company must comply with certain requirements on a continuing basis. Within three years from the effective date of provisional approval or later allotment at least 70% of the Company's investments must comprise "qualifying holdings" of which at least 30% must be in eligible Ordinary Shares. This investment criterion continues to be met.

 

FCA Regulation

 

On 1 April 2014 Triple Point Income VCT plc registered with the Financial Conduct Authority as a small Alternative Investment Fund Manager ("AIFM") under the AIFM Directive.

 

Exit Programme

 

After successfully returning funds to the A Shareholders, the Company is now committed to realising investments held by the Ordinary Share Class and returning funds to the Ordinary Shareholders as soon as practicable following the end of their five year holding period which was in May. In relation to the C Share Class the Company is intending to secure a partial realisation after its five year anniversary but plans to retain its investment in the Hydro companies until 2029. In relation to the D Share Class the Company is intending to secure a partial realisation after its five year anniversary but plans to retain its investment in the Hydro companies until 2030.  In relation to the E Share Class the Company is intending to return funds to the E Shareholders as soon as practicable after their 5 year holding period. 

 

The valuation of, and potential exit routes for, the Company's portfolio of investments are reviewed and discussed at each Board meeting. The Investment Manager has successfully implemented exit plans for other VCTs under its management.

 

Principal Risks and Risk Management

 

The Directors carry out a robust assessment of the principal risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity. The main areas of risk identified by them, along with the risks to which the Company is exposed through its operational and investing activities, are detailed below.

 

VCT qualifying status risk: the Company is required at all times to observe the conditions laid down in the Income Tax Act 2007 for the maintenance of approved VCT status.  The loss of such approval could lead to the Company losing its exemption from corporation tax on capital gains, to investors being liable to pay income tax on dividends received from the Company and, in certain circumstances, to investors being required to repay the initial income tax relief on their investment.  The Investment Manager keeps the Company's VCT qualifying status under continual review and reports to the Board on a quarterly basis. The Board has also appointed Philip Hare & Associates LLP to undertake an independent VCT status monitoring role.

 

Investment risk: the Company's VCT qualifying investments are held in small and medium-sized unquoted companies which, by their nature, entail a higher level of risk and lower liquidity than investments in large quoted companies.  The Directors and Investment Manager aim to limit the risk attached to the portfolio as a whole by the careful selection and timely realisation of investments, by carrying out rigorous due diligence procedures and by maintaining a spread of holdings in terms of industry sector and geographical location. The Board reviews the investment portfolio with the Investment Manager on a regular basis.

 

Financial instrument risk: Financial Instrument risks are described in note 16.

 

Financial risk: as a VCT the Company is exposed to market price risk, credit risk, fair value risk, liquidity risk and interest rate risk. As most of the Company's investments will involve a medium to long-term commitment and will be relatively illiquid, the Directors consider that it is inappropriate to finance the Company's activities through borrowing, other than for short term liquidity.    

 

Failure of internal controls risk: the Board regularly reviews the system of internal controls, both financial and non-financial, operated by the Company and the Investment Manager. These include controls designed to ensure that the Company's assets are safeguarded and that proper accounting records are maintained.

 

Viability Statement

 

In accordance with provision C.2.2 of the 2016 revision to the UK Corporate Governance Code, the Directors have assessed the prospect of the Company over a longer period than 12 months required by the Going Concern provision. In order to assess this requirement, the Board takes into account the Company's current position and the principal risks as set out on page 12 and 13 so that the Directors may state that they have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the period of their assessment.

 

To provide this assessment the Board has considered the Company's financial position and ability to meet its expenses as they fall due as well as considering longer term viability:

 

·      the expenses of the Company are predictable and modest in comparison with the assets and there are no capital commitments foreseen which would alter that position;

·      the Company has no employees, only Non-Executive Directors and consequently does not have redundancy or other employment related liabilities or responsibilities;

·      most of the Company's investments will involve a medium to long-term commitment and will be relatively illiquid but the board reduces the risk as a whole by careful selection and timely realisation of investments; and

·      the Directors will continue to monitor closely changes in the VCT legislation and adapt to any changes to ensure the Company maintains approval. The Directors have appointed an independent adviser to undertake the VCT status monitoring role.

 

Based on the results of this review, the Directors have a reasonable expectation that the Company will be able to continue its operations and meet its expenses and liabilities as they fall due over the period of their assessment. The A Share Class reached its 5 year holding period in April 2017 and were subsequently cancelled on 13 February 2018. The Ordinary Share Class reached its 5 year holding period in May 2018 and the C and D Share Class will partially exit during the next 5 years. Based on this the Directors believe it is reasonable to make their assessment over 5 years.

 

Share Buy-Back Discount Policy

The Company has a share buy-back facility, committing to buy back shares at no more than a 10% discount to the prevailing NAV, subject to the Directors' discretion. We will be asking shareholders at the Annual General Meeting to extend the facility for the Company to purchase shares in the market for cancellation. Shareholders should note that if they sell their shares within five years of subscription they forfeit any tax relief obtained.  If you are considering selling your shares please contact TPIM on 020 7201 8989.

 

Environmental, Social, Employee and Human Rights Issues

 

Due to the nature of the Company's activities, there being no employees and only 3 Non-Executive Directors, there are no Human Rights Issues to report. Its investment in companies engaged in energy generation from renewable sources means it will contribute to the reduction in carbon emissions.

 

Gender Diversity

 

The Board of Directors comprises 3 male Directors. The Investment Manager has 70 employees and members of whom 37 are men and 33 are women.

 

Strategic Report - Investment Manager's Review

 

Sector Analysis

The quoted and unquoted investments can be analysed as follows:

 

 

 

 

 

Electricity Generation

SME Funding

 

 

Industry Sector

Cinema Digitisation*

Crematorium Management

Vertical Growing

Hydro Electric Power

Other Electric Power

Hydro Electric Power

Other**

Quoted Investments

Total  Investments

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Investments at 31 March 2017

 

 

 

 

 

 

 

 

 

Ord Shares

3,366

592

-  

2,771

4,173

350

453

-  

11,705

A Shares

-  

-  

-  

-  

789

-  

957

-  

1,746

C Shares

-  

-  

-  

10,872

-  

3,288

-  

-  

14,160

D Shares

-  

-  

-  

11,113

-  

1,206

806

-  

13,125

E Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

Total

3,366

592

-  

24,756

4,962

4,844

2,216

-  

40,736

Investments made during the period

 

 

 

 

 

 

 

 

 

Ord Shares

(3,366)

-  

-  

-  

3,366

-  

-  

-  

-  

A Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

C Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

D Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

E Shares

-  

-  

5,000

-  

-  

400

1,446

6,001

12,847

 

(3,366)

-  

5,000

-  

3,366

400

1,446

6,001

12,847

Investments realised during the period

 

 

 

 

 

 

 

 

 

Ord Shares

-  

-  

-  

(26)

(1,253)

-  

-  

-  

(1,279)

A Shares

-  

-  

-  

-  

(789)

-  

(957)

-  

(1,746)

C Shares

-  

-  

-  

(77)

-  

(400)

-  

-  

(477)

D Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

E Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

 

-  

-  

-  

(103)

(2,042)

(400)

(957)

-  

(3,502)

Investments valued during the period

 

 

 

 

 

 

 

 

 

Ord Shares

-  

54

-  

61

560

-  

(3)

-  

672

A Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

C Shares

-  

-  

-  

907

-  

-  

-  

-  

907

D Shares

-  

-  

-  

604

-  

-  

(6)

-  

598

E Shares

-  

-  

-  

-  

-  

-  

3

(117)

(114)

 

-  

54

-  

1,572

560

-  

(6)

(117)

2,063

Investments at 31 March 2018

 

 

 

 

 

 

 

 

 

Ord Shares

-  

646

-  

2,806

6,846

350

450

-  

11,098

A Shares

-  

-  

-  

-  

-  

-  

-  

-  

-  

C Shares

-  

-  

-  

11,702

-  

2,888

-  

-  

14,590

D Shares

-  

-  

-  

11,717

-  

1,206

800

-  

13,723

E Shares

-  

-  

5,000

-  

-  

400

1,449

5,884

12,733

Total

-  

646

5,000

26,225

6,846

4,844

2,699

5,884

52,144

Total investments %

0.00%

1.24%

9.59%

50.29%

13.13%

9.29%

5.18%

11.28%

100.00%

 

* During the year the companies operating in the Cinema Digitisation sector undertook a change in Investment Strategy. They disposed of their projector systems and acquired portfolios of Rooftop Solar PV assets.

 

** Other SME funding includes £450,000 of Ordinary Share Class investment, £800,000 of D Ordinary Share Class investment and £1,449,000 of E Ordinary Share Class investment in to a UK based LLP which provides finance to small and medium sized enterprises.

 

The VCT was established to fund small and medium sized enterprises. At 31 March 2018 it had four share classes each invested in their own portfolio as detailed on page 14. The overall portfolio comprised investments in 19 small, unquoted companies and one quoted Real Estate Investment Trust, across 5 sectors: crematorium management; electricity generation, vertical growing, SME Funding; and Investment Property.

 

A number of new requirements were put in place following the Patient Capital Review, including an increase in the threshold for qualifying investments from 70% to 80% from 6 April 2019. The Investment Manager monitors compliance with all qualification conditions closely, and maintains a forward-looking Qualifying Investment Tracker.  We will endeavour to ensure continuing compliance with all conditions. 

 

Review and Outlook

 

Ordinary Share Class

 

The Company and the Investment Manager are working towards facilitating a rapid exit for shareholders now they have reached their five year holding period.  

 

Crematorium Management

The Company has an investment in a business that provides crematory and mercury abatement services for the crematoria of a London Borough. This investment receives revenues from local authorities, and has consistently generated a steady return over the years it has been held. 

 

Solar

The Company holds an investment in Green Energy For Education Limited ("GEFE"), a company that owns a portfolio of rooftop PV systems. The PV systems have been outperforming their electricity generation targets and the investment continues to provide an attractive exposure to a business benefitting from low risk Feed in Tariffs. The Company also holds investments in Digima Limited ("Digima") and Digital Screen Solutions Limited ("DSS"). Both companies have developed their businesses during the year from cinema digitisation, and each now owns a portfolio of rooftop Solar PV panels.

 

Hydroelectric Power

After an uncharacteristically dry autumn and winter period in 2016, we are pleased to report that the performance of the hydro schemes has improved over the course of 2017. As a result the majority of the portfolio has recorded an uplift in valuation.  One company, Green Highland Shenval Limited, in which the Ordinary Share Class and D Share Class are invested has now resolved a contractual dispute which has resulted in a write down. Nonetheless, the company continues to operate well and we believe that the VCT will recover its original investment in full.

 

All of the hydroelectric schemes are "run of river" plants which capture excess river flow above levels determined by the Scottish Environment Protection Agency (SEPA).  Water flow is generally captured before a descent and flows down the penstock (pipe) to a turbine engine which produces electricity.  The water is then returned to the river.  The hydro companies benefit from government backed Feed-in Tariff payments based on output and also from the sale of the electricity produced to utilities or other power companies under Power Purchase Agreements (PPAs).  The contract terms were renewed during 2017 and, due to the export market rising, the companies have continued to obtain better power prices than were originally forecast of circa 5.00 pence per kWh, currently earning an average of 6.19 pence per kWh (2017: 6.62 pence per kWh).

 

The hydro companies remain strongly focussed on seeking efficiencies and operating improvements.  As part of this focus, during 2017 an Asset Manager was appointed to explore ways in which the companies could further enhance the operational performance of the schemes. Their work included reviewing scheme layouts, hydrology data, performance data and reporting on any inefficiencies and making recommendations on where improvement could be made to enhance performance. The companies are currently implementing some of the recommendations made by the Asset Manager.

 

When the business rates review took place in 2016 there was some concern that the results would significantly increase the costs of hydro businesses which occupy comparatively large areas of very rural land compared to the relative level of their turnover.  The companies, together with other industry members and the British Hydropower Association, have continued to lobby the Scottish Government to recognise these anomalies.

 

In February 2017, the Scottish Government announced a 12.5% limit on business rates increases in the hydro sector for schemes up to 1 MW for the year to 31 March 2018 and, on 12 September 2017, further announced a 60% relief on business rates for small-scale hydro schemes from 1 April 2018. The Company has investments in two companies with schemes above 1MW and the position for such schemes still remains unclear.  Longer term, the Scottish Government has confirmed that it will work alongside industry organisations to fast track a review of the Plant and Machinery Order, which should address these issues.

 

We are pleased with the performance of the portfolio to date and we believe that, as the portfolio matures, there remains the opportunity to further enhance its value through strategic operational management.

 

Gas Power

The Company has invested in a company that has constructed a gas fired energy centre which will provide a reliable and secure energy supply. The energy centre completed construction and started generating in Q2 2018.

 

Vertical Growing

Vertical Growing is the practice of producing food in an indoor growing facility where all inputs (water, light and nutrients) meet the optimum needs of the crop. Vertical growing facilities are designed to have a sealed environment, meaning that the product is grown in a controlled environment, with positive air pressure to prevent any pests entering the facility. This ensures that insects and other pests cannot get access to the crop, removing the need to use pesticides on the crop being grown. A large variety of produce can be grown including herbs and salad leaves. By combining flexible designs and short growing cycles, vertical growing facilities enable the grower to quickly respond to the demands of customers, switching between different products with minimal notice.

 

Non-Qualifying  

Real Estate Investment Trust ("REIT")

The Triple Point Social Housing REIT invests in social housing assets within the UK, in particular homes in the supported housing sector. These homes are adapted to provide care and support to vulnerable tenants with specific requirements, and provide tenants with greater independence than institutional care accommodation. The REIT's portfolio of assets amounts to some £200m and benefits from long term indexed linked leases of at least twenty years to Approved Providers such as housing associations, who are bodies that receive their funding from central and local government. Through these long leases it is able to offer its shareholders an attractive and consistent level of inflation-linked income.

 

SME Funding

The Company has non-qualifying investments in four companies which provide finance to SME businesses. Two of these companies are non-bank SME lending businesses which aim to address the financing needs of the UK SME market by providing business critical loans and asset finance to over 60,000 UK Corporate and SME customers. The remaining two companies provide finance in the hydroelectric power sector.

 

Ordinary Share Class

 

The Company and the Investment Manager are working towards returning value to shareholders now they have reached their five year holding period. To this end a significant dividend of £11,821,899 will be paid on 26th July 2018.

 

A Share Class

 

On 13 February 2018 the A Ordinary Shares were cancelled, with the final 1p of share capital returned to A Ordinary Class Shareholders on 9 March 2018.

 

C Share Class

 

The Company and the Investment Manager will monitor the ongoing operation and efficiency of the C Share Class investments. The C Share Class has investments in three companies which between them own six hydroelectric schemes in the Scottish Highlands. Further updates on this sector are detailed in the Hydroelectric Power section above.

 

D Share Class

 

We are pleased to report that all of the six hydro schemes located in the Scottish Highlands held by the D Share Class were commissioned on time and within budget. The Company and the Investment Manager focus now turns to improving operation and efficiency of the schemes. Further updates on this sector are detailed in the Hydroelectric Power section above.

 

E Share Class

 

The E Share Class has made a qualifying investment of £5 million in a pioneering vertical growing company that has commenced construction of a commercial scale growing facility in Cheshire.

 

The E Share Class also made a non-qualifying investment in the Triple Point Social Housing Real Estate Investment Trust plc ("REIT"). This investment is targeting a return of 5p per share per annum rising in line with inflation. The first distribution from this investment was received during the year. This distribution was in line with the target for the REIT's first payment of 1p per share from its first accounting period.

 

Triple Point is paid a management fee of 1% per annum for managing the REIT and consequently has agreed to rebate a corresponding part of its management fee relating to this investment, to ensure VCT Investors are not bearing additional fees.

 

From 1st April 2018 the E Share Class will benefit from the income, risk and returns on a portfolio of established diversified investments operating in Hydroelectric Power, Gas Power, Crematoria, Solar, and SME Lending, providing immediate diversification to the E Share Class. A follow on investment in to the vertical growing company, Perfectly Fresh (Cheshire) Limited is expected later in the year.

 

Going forward, the Company and the Investment Manager are focused on ensuring that the remaining funds are invested in line with the Company's strategy and the requirements of the VCT legislation.

 

If you have any questions, please do not hesitate to call us on 020 7201 8990.

 

Ben Beaton

Managing Partner

for Triple Point Investment Management LLP

14 June 2018

 

Strategic Report - Investment Portfolio Summary

 

31 March 2018

 

31 March 2017

 

        Cost 

     Valuation

 

        Cost 

     Valuation

 

£'000

£'000

 

£'000

£'000

 

 

 

 

 

 

 

 

 

 

Unquoted qualifying holdings

33,705

50.06

37,075

52.52

 

30,584

73.01

31,986

73.92

Quoted non-qualifying holdings

6,001

8.91

5,884

8.34

 

-  

-  

-  

-  

Unquoted non-qualifying holdings

9,185

13.63

9,185

13.01

 

8,762

20.92

8,750

20.23

Financial assets at fair value through profit or loss

48,891

72.60

52,144

73.87

 

39,346

93.93

40,736

94.15

Cash and cash equivalents

18,448

27.40

18,448

26.13

 

2,534

6.07

2,534

5.85

 

67,339

100.00

70,592

100.00

 

41,880

100.00

43,270

100.00

 

 

 

 

 

 

 

 

 

 

Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Rooftop Solar*

 

 

 

 

 

 

 

 

 

Digima Ltd

1,262

1.87

1,621

2.30

 

1,262

3.01

1,296

3.00

Digital Screen Solutions Ltd

2,020

3.00

2,062

2.92

 

2,020

4.82

2,070

4.78

Solar

 

 

 

 

 

 

 

 

 

Cmore Energy Ltd

-  

-  

-  

-  

 

1,000

2.39

1,221

2.82

Green Energy for Education Ltd

475

0.71

963

1.36

 

475

1.13

752

1.74

PJC Renewable Energy Ltd

-  

-  

-  

-  

 

5

0.01

-  

-  

Landfill Gas

 

 

 

 

 

 

 

 

 

Aeris Power Ltd

-  

-  

-  

-  

 

525

1.25

424

0.98

Craigahulliar Energy Ltd

-  

-  

-  

-  

 

350

0.84

365

0.84

Hydro Electric Power

 

 

 

  

 

 

 

 

 

Elementary Energy Ltd

2,060

3.06

2,310

3.27

 

2,060

4.92

2,102

4.86

Green Highland Allt Choire A Bhalachain (225) Ltd

3,130

4.65

3,504

4.96

 

3,130

7.47

3,038

7.02

Green Highland Allt Garbh Ltd

2,710

4.02

2,710

3.84

 

2,710

6.47

2,710

6.26

Green Highland Allt Ladaidh (1148) Ltd

3,500

5.20

4,092

5.80

 

3,500

8.36

3,500

8.09

Green Highland Allt Luaidhe (228) Ltd

1,996

2.96

2,165

3.07

 

1,995

4.76

2,047

4.73

Green Highland Allt Phocachain (1015) Ltd

3,932

5.84

4,187

5.93

 

3,932

9.39

3,941

9.11

Green Highland Shenval Ltd

1,120

1.66

692

0.98

 

1,120

2.67

1,120

2.59

Green Highland Renewables (Achnacarry) Ltd

4,300

6.39

5,569

7.89

 

4,300

10.27

5,200

12.02

Gas Power

 

 

 

 

 

 

 

 

 

Green Peak Generation Ltd

2,200

3.27

2,200

3.12

 

2,200

5.25

2,200

5.08

Vertical Growing

 

 

 

 

 

 

 

 

 

Perfectly Fresh Cheshire Ltd

5,000

7.43

5,000

7.08

 

-  

-  

-  

-  

 

33,705

50.06

37,075

52.52

 

30,584

73.01

31,986

73.92

 

* During the year, with the support of the Investment Manager, two companies which previously invested in the Cinema Digitisation sector, Digima Ltd and Digital Screen Solutions Ltd developed their businesses during the year from cinema digitisation and each now own a portfolio of rooftop solar PV assets.

 

 

31 March 2018

 

31 March 2017

 

        Cost 

     Valuation

 

        Cost 

     Valuation

Non-Qualifying Holdings

£'000

£'000

 

£'000

£'000

Quoted

 

 

 

 

 

 

 

 

 

Investment property

 

 

 

 

 

 

 

 

 

TP Social Housing REIT Plc Equity

6,001

8.91

5,884

8.34

 

-  

-  

-  

-  

 

 

 

 

 

 

 

 

 

 

 

6,001

8.91

5,884

8.34

 

-  

-  

-  

-  

Unquoted

 

 

 

 

 

 

 

 

 

Crematorium Management

 

 

 

 

 

 

 

 

 

Furnace Managed Services Ltd

620

0.92

646

0.92

 

620

1.48

592

1.37

Hydro Electric Power

 

 

 

 

 

 

 

 

 

Elementary Energy Ltd

285

0.42

285

0.40

 

310

0.74

310

0.72

Green Highland Allt Choire A Bhalachain (225) Ltd

318

0.47

318

0.45

 

342

0.82

342

0.79

Green Highland Allt Luaidhe (228) Ltd

185

0.27

185

0.26

 

185

0.44

185

0.43

Green Highland Allt Phocachain (1015) Ltd

143

0.21

143

0.20

 

161

0.38

161

0.37

Green Highland Renewables (Achnacarry) Ltd

65

0.10

65

0.09

 

100

0.24

100

0.23

SME Funding

 

 

 

 

 

 

 

 

 

Hydroelectric Power:

 

 

 

 

 

 

 

 

 

Broadpoint 2 Ltd

2,834

4.21

2,834

4.01

 

2,834

6.77

2,834

6.55

Broadpoint 3 Ltd

2,010

2.98

2,010

2.85

 

2,010

4.80

2,010

4.65

Other:

 

  

 

  

 

 

 

 

 

Aeris Power Ltd

525

0.78

499

0.71

 

-  

-  

-  

-  

Funding Path Ltd

2,200

3.27

2,200

3.12

 

2,200

5.25

2,216

5.12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,185

13.63

9,185

13.01

 

8,762

20.92

8,750

20.23

 

Financial Assets are measured at fair value through profit or loss. The initial best estimate of fair value of these investments that are either quoted or not quoted on an active market is the transaction price (i.e. cost). The fair value of these investments is subsequently measured by reference to the enterprise value of the investee company, which is best deemed to reflect the fair value. Where the Board considers the investee company's enterprise value to remain unchanged since acquisition, investments continue to be held at cost less any loan repayments received. Where the Board considers the investee company's enterprise value has changed since acquisition, investments are held at a value measured using a discounted cash flow model or the value expected to be realised on disposal which is equivalent to fair value.

 

Strategic Report - Investment Portfolio's Ten Largest VCT Investments

 

Triple Point Social Housing REIT Plc

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

17 November 2017

6,000,886

5,884,408

Bid Price

29

1.96 

1.96 

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

1,027

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

5,680

 

Profit before tax

 

5,672

 

Net assets

 

201,672

 

 

 

Triple Point Social Housing REIT Plc is a UK Real Estate Investment Trust ("REIT") investing in UK Social Housing assets, in particular homes in the Supported Housing sector which have been adapted to provide care and support to vulnerable tenants.

 

 

Perfectly Fresh Cheshire Ltd

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

21 November 2017

5,000,000

5,000,000

Cost

-  

49.97

49.97

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements :

£'000

 

 

 

 

 

 

 

 

 

No financial information is available as the company has not produced financial statements since it signed its commercial agreements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Perfectly Fresh Cheshire Ltd is constructing a pioneering vertical growing facility. This facility will produce premium quality fresh salads and herbs in indoor, laboratory-like conditions.

 

 

Green Highland Renewables (Achnacarry) Ltd

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

13 August 2014

4,300,000

5,569,000

Discounted Cash Flow

110

40.65

40.65

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

1,747

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

1,277

 

Profit before tax

 

605

 

Net assets before VCT loans

 

4,732

 

Net assets

 

3,442

 

 

 

Green Highland Renewables (Achnacarry) Ltd is operating three separate run-of-river hydroelectric power plants located adjacent to Loch Arkaig near Fort William. Having reached financial close in August 2014, the Allt Dubh site (722kw) was commissioned in November 2015 with the Loch Blair site (1,250kw) and the Cheanna Mhuir site (500kw) both successfully commissioned in December 2015. The company earns Feed-in-Tariffs and other revenues from the generation and export of electricity to the National Grid.

 

 

Green Highland Allt Phocachain (1015) Ltd

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

13 November 2014

3,932,000

4,187,000

Discounted Cash Flow

346

42.70

100.00

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

607

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

408

 

Loss before tax

 

(263)

 

Net assets before VCT loans

 

4,006

 

Net assets

 

2,569

 

 

 

Green Highland Allt Phocachain (1015) Ltd operates two separate 500 KW run-of-river hydraulic power plants located in Glen Moriston, in the Scottish Highlands.  The company earns Feed-in-Tariffs from generation and export of electricity to the National Grid.

 

 

Green Highland Allt Ladaidh (1148) Ltd

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

20 March 2015

3,500,000

4,092,000

Discounted Cash Flow

294

35.17

50.25

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

484

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

291

 

Loss before tax

 

(295)

 

Net assets before VCT loans

 

4,560

 

Net assets

 

3,060

 

 

 

Green Highland Allt Ladaidh (1148) Ltd operates a 1,350 KW run-of-river hydro-electric power plant near Loch Garry, Invergarry in the Scottish Highlands.  The company earns Feed-in-Tariffs and other revenues from the generation and export of electricity to the National Grid.

 

 

Green Highland Allt Choire A Bhalachain (225) Ltd

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

18 July 2014

3,130,000

3,504,000

Discounted Cash Flow

295

49.90

100.00

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

311

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

9

 

Loss before tax

 

(370)

 

Net assets before VCT loans

 

2,330

 

Net assets

 

1,382

 

 

 

Green Highland Allt Choire a Bhalachain (225) Ltd is currently operating a 740kw run-of-river hydro-electric power plant located at Tomdoun, Invergarry in the Scottish Highlands. The project started construction in July 2014 and was commissioned on schedule in November 2015. The company earns Feed-in-Tariffs and other revenues from the generation and export of electricity to the National Grid.

 

 

Broadpoint 2 Ltd

 

 

 

 

 
 

Date of first investment

Cost £*

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

12 February 2015

2,834,000

2,834,000

Discounted Cash Flow

220

49.00

98.00

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

-  

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

(11)

 

Loss before tax

 

(20)

 

Net assets before VCT loans

 

3,088

 

Net assets

 

(17)

 

 

 

Broadpoint 2 Ltd is a VCT non-qualifying investment, which has provided funding to hydro-electric power companies.

 

 

*The directors consider the fair value to be equivalent to the par value.

 

Green Highland Allt Garbh Ltd

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method*

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

01 April 2015

2,710,000

2,710,000

Cost

176

27.46

50.25

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

52  

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

17

 

Loss before tax

 

(82)

 

Net assets before VCT loans

 

4,877

 

Net assets

 

3,389

 

 

 

Green Highland Allt Garbh Ltd completed construction in August 2017 and is currently operating a run-of-river hydroelectric power plant near Glen Affric, Cannich. The 1,500kW Allt Garbh scheme earns Feed-in-Tariffs and other revenues from the generation and export of electricity to the National Grid. It is in its first year of generation and is operating in line with expectation.

 

 

*The directors consider the valuation method used appropriate, due to the drag along rights which exist in the Investment Agreement between the Company and Green Highland Allt Garbh Ltd. 

 

Funding Path Ltd

 

 

 

 

 
 

Date of first investment

Cost £*

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

29 January 2016

2,200,000

2,200,000

Share of Net Assets

112

49.00

98.00

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

Turnover

 

275

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

268

 

Profit before tax

 

41

 

Net assets before VCT loans

 

3,232

 

Net assets

 

32

 

 

 

Funding Path Ltd is a VCT non-qualifying investment, which has invested in an LLP that provides finance to small and medium sized enterprises (SMEs).

 

 

*The directors consider the fair value to be equivalent to the par value.

 

Elementary Ltd

 

 

 

 

 
 

Date of first investment

Cost £

Valuation £

Valuation Method

Income recognised by TP Income for the year  £'000

Equity Held by TP Income %

Equity Held by TPIM managed funds %

 

18 March 2013

2,060,000

2,310,000

Discounted Cash Flow

204

49.93

99.22

 

 

 

 

 

 

 

 

 

Summary of Information from Investee Company Financial Statements ending in 2017:

£'000

 

 

 

 

 

 

 

 

 

Turnover

 

285

 

Earnings before interest, tax, amortisation and depreciation (EBITDA)

 

205

 

Loss before tax

 

(61)

 

Net assets before VCT loans

 

1,893

 

Net assets

 

353

 

 

 

Elementary Energy Ltd is currently operating a 500kw run-of-river hydroelectric power plant situated at Abhainn Shalachain river at Fiunary, Morven, Scotland. The plant was commissioned in January 2015 and is operating successfully earning Feed-in-Tariffs and other revenues from the generation and export of electricity to the National Grid.

 

 

 

Strategic Report -Significant Influence and Control

 

The principal undertakings in which the Company's interest at the year-end is 20% or more are as follows:

 

Name

Registered address

Holding

 

 

 

Aeris Power Limited

30 Camp Road, Farnborough, Hampshire, GU14 6EW

100.00%

Broadpoint 2 Limited

18 St Swithin's Lane, London, EC4N 8AD

49.00%

Digima Limited

30 Camp Road, Farnborough, Hampshire, GU14 6EW

30.87%

Digital Screen Solutions Limited

30 Camp Road, Farnborough, Hampshire, GU14 6EW

35.36%

Elementary Energy Limited

18 St Swithin's Lane, London, EC4N 8AD

49.93%

Funding Path Limited

18 St Swithin's Lane, London, EC4N 8AD

49.00%

Furnace Managed Services Limited

30 Buckland Gardens, Ryde, Isle of Wight, PO33 3AG

99.72%

Green Energy for Education Limited

18 St Swithin's Lane, London, EC4N 8AD

50.00%

Green Highland Allt Choire A Bhalachain Limited

Q Court, 3 Quality Street, Edinburgh, EH4 5BP

49.90%

Green Highland Allt Garbh Limited

Inveralmond Road, Inveralmond Industrial Estate, Perth, PH1 3TW

27.46%

Green Highland Allt Ladaidh (1148) Limited

Q Court, 3 Quality Street, Edinburgh, EH4 5BP

35.17%

Green Highland Allt Luaidhe (228) Limited

Q Court, 3 Quality Street, Edinburgh, EH4 5BP

35.18%

Green Highland Allt Phochachain (1015) Limited

Q Court, 3 Quality Street, Edinburgh, EH4 5BP

42.70%

Green Highland Renewables (Achnacarry) Limited

Inveralmond Road, Inveralmond Industrial Estate, Perth, PH1 3TW

40.65%

Green Highland Shenval Limited

Q Court, 3 Quality Street, Edinburgh, EH4 5BP

28.16%

Green Peak Generation Limited

Q Court, 3 Quality Street, Edinburgh, EH4 5BP

48.26%

Perfectly Fresh Cheshire Limited

18 St Swithin's Lane, London, EC4N 8AD

49.97%

 

·      All investments are held in the UK.

·      The investments are a combination of debt and equity.

·      Equity holding is equal to the voting rights.

 

The Strategic Report has been approved by the Board and signed on their behalf by the Chairman.

 

David Frank

Chairman

14 June 2018

 

Report of the Directors

 

The Directors present their Report and the audited Financial Statements for the year ended 31 March 2018.

 

Details of Directors

 

David Frank was a partner in Slaughter and May for twenty two years before retiring from the firm in 2008. As well as being the firm's first Practice Partner from 2001 to 2008, his practice involved acting for several venture capital houses, including 3i and Schroder Ventures. He was also involved in several flotations in the venture capital sector, including 3i, Baronsmead and SVG Capital. Since retiring from legal practice, he has established a portfolio of voluntary roles. He has been a Director and Chairman of the Company since 11 November 2010.

 

Simon Acland has over twenty five years' experience in venture capital, primarily at Quester, where he became Managing Director.  When Quester was sold in 2007 it had £200m under management and was one of the leading UK venture capital and VCT investment managers. Simon was a director of over 20 companies in Quester's portfolio, many of which achieved successful exits through flotation or trade sales. Simon is also a director of various other private companies and charities, and a member of the investment committee of the British Business Bank's Angel Co-Fund. Simon is also an Executive Director of Green Angel Syndicate, the UK's only business angel group focussed on investing in the green economy. Simon was appointed a Director on 12 March 2009.

 

Michael Stanes has been an Investment Director at Heartwood Investment Management, a London-based firm providing investment management and wealth structuring services for high net worth individuals, since 2010. He began his career at Warburg Investment Management (which became Mercury Asset Management) where he ran equity portfolios in London and Tokyo.  He then moved to the US where he founded a business on behalf of Merrill Lynch offering equity portfolio management to high net worth individuals.  In 2002 he joined Goldman Sachs Asset Management in London running global equity portfolios for a range of institutional and individual clients before joining a new fund management partnership as CEO.  Michael was appointed a Director on 21 November 2012.

 

All Directors are considered to be independent.

 

The Board has considered provision B.7.2 of the UK Corporate Governance Code (April 2016) and believes that all the Directors continue to be effective and to demonstrate commitment to their roles, the Board and the Company. The Directors are discussed further within the Corporate Governance report on pages 31 and 32 which demonstrates the Board's compliance with the UK Corporate Governance code.

 

Activities and Status

 

The Company is a Venture Capital Trust and its main activity is investing. The Company has chosen to focus its investing activities towards companies involved in renewable energy, energy production, innovative vertical growing and SME funding.

 

The Company has been approved as a VCT by HMRC and, in the opinion of the Directors, has conducted its affairs so as to enable it to continue to obtain such approval.

 

The Company is registered in England as a Public Limited Company (Registration number 6421083). The Directors have managed, and intend to continue to manage, the Company's affairs in such a manner as to comply with Section 274 of the Income Tax Act 2007 which grants approval as a VCT.

 

The Company was not at any time up to the date of this report a close company within the meaning of S439 of the Corporation Tax Act 2010.

 

Post Balance Sheet Events

 

For details of post balance sheet events see note 21 to the Financial Statements.

 

Directors' and Officers' Liability Insurance

 

The Company has, as permitted by S233 of the Companies Act 2006, maintained insurance cover on behalf of the Directors and Company Secretary, indemnifying them against certain liabilities which may be incurred by them in relation to their offices with the Company.

 

Matters Covered in the Strategic Report

 

Dividends and financial risk management have both been discussed within the Strategic Report on pages 2,3 and 13.

 

Management

TPIM acts as Investment Manager to the Company. The principal terms of the Company's management agreement with TPIM are set out in note 5 to the Financial Statements.

 

The Board has evaluated the performance of the Investment Manager based on the returns generated since taking on the management of the Fund and a review of the management contract and the services provided in accordance with its terms. As required by the Listing Rules, the Directors confirm that in their opinion the continuing appointment of TPIM as Investment Manager is in the best interests of the shareholders as a whole.  In reaching this conclusion the Directors have taken into account the performance of other VCTs managed by TPIM and the service provided by TPIM to the Company.

 

Substantial Shareholdings

 

As at the date of this report no disclosures of major shareholdings had been made to the Company under Disclosure and Transparency Rule 5 (Vote Holder and Issuer Notification Rules).

 

Global Greenhouse Gas Emissions

 

The Company has no greenhouse gas emissions to report from the operations of the Company, nor does it have responsibility for any other emission producing sources under the Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013.

 

Annual General Meeting

 

Notice convening the 2018 Annual General Meeting of the Company and a form of proxy in respect of that meeting can each be found at the end of this document.

 

Share Capital, Rights Attaching to the Shares and Restrictions on Voting and Transfer

 

The Company had in issue 19,463,120 Ordinary Shares, 13,441,438 C Ordinary Shares,13,701,636 D Ordinary Shares and 28,949,575 E Ordinary Shares at 31 March 2018 (see note 15). As at that date none of the issued shares were held by the Company as treasury shares. Subject to any suspension or abrogation of rights pursuant to relevant law or the Company's articles of association, the shares confer on their holders (other than the Company in respect of any treasury shares) the following principal rights:

 

a) the right to receive out of profits available for distribution such dividends as may be agreed to be paid (in the case of a final dividend in an amount not exceeding the amount recommended by the Board as approved by shareholders in general meeting or in the case of an interim dividend in an amount determined by the Board). All dividends unclaimed for a period of 12 years after having become due for payment are forfeited automatically and cease to remain owing by the Company;

 

b) the right, on a return of assets on a liquidation, reduction of capital or otherwise, to share in the surplus assets of the Company remaining after payment of its liabilities pari passu with other holders of ordinary shares of that class; and

 

c) the right to receive notice of and to attend and speak and vote in person or on a poll by proxy at any general meeting of the Company. On a show of hands every member present or represented and voting has one vote and on a poll every member present or represented and voting has one vote for every share of which that member is the holder; the validly executed appointment of a proxy must be received not less than 48 hours before the time of the holding of the relevant meeting or adjourned meeting or, in the case of a poll taken otherwise than at or on the same day as the relevant meeting or adjourned meeting, be received after the poll has been demanded and not less than 24 hours before the time appointed for the taking of the poll.

 

These rights can be suspended. If a member, or any other person appearing to be interested in shares held by that member, has failed to comply within the time limits specified in the Company's articles of association with a notice pursuant to S793 of the Companies Act 2006 (notice by a Company requiring information about interests in its shares), the Company can until the default ceases suspend the right to attend and speak and vote at a general meeting and if the shares represent at least 0.25% of their class the Company can also withhold any dividend or other money payable in respect of the shares (without any obligation to pay interest) and refuse to accept certain transfers of the relevant shares.

 

Shareholders, either alone or with other shareholders, have other rights as set out in the Company's articles of association and in company law.

 

A member may choose whether his or her shares are evidenced by share certificates (certificated shares) or held in electronic (uncertificated) form in CREST (the UK electronic settlement system). Any member may transfer all or any of his or her shares, subject in the case of certificated shares to the rules set out in the Company's articles of association or in the case of uncertificated shares to the regulations governing the operation of CREST (which allow the Directors to refuse to register a transfer as therein set out); the transferor remains the holder of the shares until the name of the transferee is entered in the register of members. The Directors may refuse to register a share transfer if it is in respect of a certificated share which is not fully paid up or on which the Company has a lien provided that, where the share transfer is in respect of any share admitted to the Official List maintained by the UK Listing Authority, any such discretion may not be exercised so as to prevent dealings taking place on an open and proper basis, or if in the opinion of the Directors (and with the concurrence of the UK Listing Authority) exceptional circumstances so warrant, provided that the exercise of such power will not disturb the market in those shares. Whilst there are no squeeze-out and sell-out rules relating to the shares in the Company's articles of association, shareholders are subject to the compulsory acquisition provisions in S974 to S991 of the Companies Act 2006.

 

Amendment of Articles of Association

 

The Company's articles of association may be amended by the members of the Company by special resolution (requiring a majority of at least 75% of the persons voting on the relevant resolution).

 

Appointment and Replacement of Directors

 

A person may be appointed as a Director of the Company by the shareholders in general meeting by ordinary resolution (requiring a simple majority of the persons voting on the relevant resolution) or by the Directors; no person, other than a Director retiring by rotation or otherwise, shall be appointed or re-appointed a Director at any general meeting unless he is recommended by the Directors or, not less than seven nor more than 42 clear days before the date appointed for the meeting, notice is given to the Company of the intention to propose that person for appointment or re-appointment in the form and manner set out in the Company's articles of association.

 

Each Director who is appointed by the Directors (and who has not been elected as a Director of the Company by the members at a general meeting held in the interval since his appointment as a Director of the Company) is to be subject to election as a Director of the Company by the members at the first Annual General Meeting of the Company following his or her appointment. At each Annual General Meeting of the Company one third of the Directors for the time being, or if their number is not three or an integral multiple of three the number nearest to but not exceeding one-third, are to be subject to re-election.

 

The Companies Act allows shareholders in general meeting by ordinary resolution (requiring a simple majority of the persons voting on the relevant resolution) to remove any Director before the expiry of his or her period of office, but without prejudice to any claim for damages which the Director may have for breach of any contract of service between him or her and the Company.

 

A person also ceases to be a Director if he or she resigns in writing, ceases to be a Director by virtue of any provision of the Companies Act, becomes prohibited by law from being a Director, becomes bankrupt or is the subject of a relevant insolvency procedure, or becomes of unsound mind, or if the Board so decides following at least six months' absence without leave or if he or she becomes subject to relevant procedures under the mental health laws, as set out in the Company's articles of association.

 

Powers of the Directors

 

Subject to the provisions of the Companies Act, the memorandum and articles of association of the Company and any directions given by shareholders by special resolution, the articles of association specify that the business of the Company is to be managed by the Directors, who may exercise all the powers of the Company, whether relating to the management of the business or not. In particular, the Directors may exercise on behalf of the Company its powers to purchase its own shares to the extent permitted by shareholders.

 

Directors Responsibilities

 

The Directors confirm that: 

 

·      so far as each of the Directors is aware there is no relevant audit information of which the Company's auditor is unaware; and

·      the Directors have taken all steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information.

 

Auditor

 

Grant Thornton UK LLP resigned as the company's auditor during the year following the conclusion of a formal tender process led by the Company's audit committee. The Directors appointed BDO LLP to fill the casual vacancy. BDO LLP will offer themselves for appointment as auditor in accordance with S489(4) of the Companies Act 2006. A resolution to appoint BDO LLP as auditor and to authorise the Directors to fix their remuneration will be proposed at the forthcoming annual General Meeting.

 

On behalf of the Board.

 

David Frank

Director

14 June 2018

 

Directors' Responsibilities Statement

 

The Directors are responsible for preparing the Strategic Report, the Directors' Report, the Directors' Remuneration Report and the Financial Statements in accordance with applicable law and regulations.

 

Company law requires the Directors to prepare Financial Statements for each financial year. Under that law the Directors have elected to prepare the Financial Statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. Under company law the Directors must not approve the Financial Statements unless they are satisfied that they give a true and fair view of the state of affairs and profit or loss of the Company for that year. In preparing these Financial Statements, the Directors are required to:

 

·      select suitable accounting policies and then apply them consistently;

·      make judgments and accounting estimates that are reasonable and prudent;

·      state whether applicable IFRS have been followed, subject to any material departures disclosed and explained in the Financial Statements; and

·      prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
 

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

 

The Directors are responsible for preparing the Annual Report in accordance with applicable law and regulations. The Directors consider the Annual Report and the Financial Statements, taken as a whole, provide the information necessary to assess the Company's position, performance, business model and strategy and are fair, balanced and understandable.

 

The Company's Financial Statements are published on the TPIM website, www.triplepoint.co.uk. The maintenance and integrity of this website is the responsibility of TPIM and not of the Company.  Legislation in the United Kingdom governing the preparation and dissemination of Financial Statements may differ from legislation in other jurisdictions. 

 

To the best of our knowledge:

 

·      The Financial Statements, prepared in accordance with IFRS as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and

 

·      The Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.

 

On behalf of the Board
 

David Frank
Chairman

14 June 2018

 

Corporate Governance

 

This Corporate Governance Report forms part of the Directors' Report on pages 26-29.

 

The Financial Conduct Authority requires through the listing rules, all listed companies to disclose how they have applied the principles and complied with the provisions of the UK Corporate Governance Code (the 'Code') issued by the Financial Reporting Council (FRC) in 2016.

 

The Board of Triple Point Income VCT plc has considered the principles and recommendations of the Association of Investment Companies Code of Corporate Governance (AIC Code 2016) by reference to the Association of Investment Companies Corporate Governance Guide for Investment Companies (AIC Guide).  The AIC Code 2016, as explained by the AIC Guide, addresses all the principles set out in the UK Corporate Governance Code (April 2016), as well as setting out additional principles and recommendations on issues that are of specific relevance to the Company. 

 

The Board considers that reporting against principles and recommendations of the AIC Code 2016, by reference to the AIC Guide, which incorporates the UK Corporate Governance Code (April 2016), will provide improved reporting to shareholders. The Company has complied with the recommendations of the AIC Code and the relevant provisions of the code, except as set out on page 35 under the heading Compliance Statement.

 

The Company is committed to maintaining high standards in corporate governance and has complied with the recommendations of the AIC Code 2016 and the relevant provisions of the UK Corporate Governance Code (April 2016), except as set out at the end of this report in the Compliance Statement.

 

Board of Directors

 

The Company has a Board of three Non-Executive Directors. Since all Directors are Non-Executive and day-to-day management responsibilities are sub-contracted to the Investment Manager, the Company does not have a Chief Executive Officer.  The Directors have a range of business and financial skills which are relevant to the Company; these are described on page 26 of this report.  Directors are provided with key information on the Company's activities, including regulatory and statutory requirements, by the Investment Manager. The Board has direct access to company secretarial advice and compliance services provided by the Investment Manager which is responsible for ensuring that Board procedures are followed and applicable regulations complied with. All Directors are able to take independent professional advice in furtherance of their duties.

 

Any appointment of new Directors to the Board is conducted, and appointments made, on merit and with due regard for the benefits of diversity on the Board, including gender. All Directors are able to allocate sufficient time to the Company to discharge their responsibilities.

 

The Board meets regularly on a quarterly basis, and on other occasions as required, to review the investment performance and monitor compliance with the investment policy laid down by the Board. There is a formal schedule of matters reserved for Board decision and the agreement between the Company and the Investment Manager has authority limits beyond which Board approval must be sought.

 

The Investment Manager has authority over the management of the investment portfolio, the organisation of custodial services, accounting, secretarial and administrative services. In practice the Investment Manager makes investment recommendations for the Board's approval. In addition all investment decisions involving other VCTs managed by the Investment Manager are taken by the Board rather than the Investment Manager. Other matters reserved for the Board include:

·      the consideration and approval of future developments or changes to the investment policy, including risk and asset allocation;

·      consideration of corporate strategy;

·      approval of any dividend or return of capital to be paid to the shareholders;

·      the appointment, evaluation, removal and remuneration of the Investment Manager;

·      the performance of the Company, including monitoring the net asset value per share; and

·      monitoring shareholder profiles and considering shareholder communications.

 

The Chairman leads the Board in the determination of its strategy and in the achievement of its objectives. The Chairman is responsible for organising the business of the Board, ensuring its effectiveness and setting its agenda and has no involvement in the day to day business of the Company. He facilitates the effective contribution of the Directors and ensures that they receive accurate, timely and clear information and that they communicate effectively with shareholders. The Chairman does not have significant commitments conflicting with his obligations to the Company.

 

The Company Secretary is responsible for advising the Board on all governance matters.  All of the Directors have access to the advice and services of the Company Secretary which has administrative responsibility for the meetings of the Board and its committees. Directors may also take independent professional advice at the Company's expense where necessary in the performance of their duties. As all of the Directors are Non-Executive, it is not considered appropriate to identify a member of the Board as the senior Non-Executive Director of the Company.

 

The Company's articles of association and the schedule of matters reserved to the Board for decision provide that the appointment and removal of the Company Secretary is a matter for the full Board.

 

The Company's articles of association require that one third of the Directors should retire by rotation each year and seek re-election at the Annual General Meeting and that Directors newly appointed by the Board should seek re-appointment at the next Annual General Meeting. The Board complies with the requirement of the UK Corporate Governance Code (April 2016) that all Directors are required to submit themselves for re-election at least every three years.

 

Under provision B.7.1 of the UK Corporate Governance Code Non-Executive Directors who have served longer than nine years should be subject to annual re-election. After the current period, Simon Acland will have served as a Non-Executive Director for 9 years and will offer himself for re-election annually.

 

During the period covered by these Financial Statements the following meetings were held:

 

Directors present

4 Full Board

2 Audit Committee

 

Meetings

Meetings

David Frank, Chairman

4

2

Simon Acland

4

2

Michael Stanes

4

2

 

Audit Committee

 

The Board has appointed an audit committee of which David Frank is Chairman, which deals with matters relating to audit, financial reporting and internal control systems. The Committee meets as required and has direct access to BDO LLP, the Company's auditor.

 

The audit committee safeguards the objectivity and independence of the auditor by reviewing the nature and extent of non-audit services supplied by the external auditor to the Company. BDO LLP do not provide any non-audit services to the company.

 

When considering whether to recommend the reappointment of the external auditor the audit committee takes into account their current fee tender compared to the external audit fees paid by other similar companies. The audit committee will then recommend to the Board the appointment of an external auditor which is ratified at the Annual General Meeting.

 

The FRC's Ethical Standard requires the audit partner to rotate every five years. During the year an audit tender process was undertaken. This resulted in the resignation of Grant Thornton UK LLP and the directors appointing BDO LLP to fill the casual vacancy.

 

The effectiveness of the external audit is assessed as part of the Board evaluation conducted annually and by the quality and content of the audit plan provided to the audit committee by the external auditor and the discussions then held on topics raised. The audit committee will challenge the external auditor at the audit committee meeting if appropriate.

 

The audit committee's terms of reference include the following roles and responsibilities:

·      reviewing and making recommendations to the Board in relation to the Company's published Financial Statements and other formal announcements or regulatory returns relating to the Company's financial performance, reviewing significant financial reporting judgements contained in them;

·      reviewing and making recommendations to the Board in relation to the Company's internal control (including internal financial control) and risk management systems;

·      periodically considering the need for an internal audit function;

·      making recommendations to the Board in relation to the appointment, re-appointment and removal of the external auditor and approving the remuneration and terms of engagement of the external auditor;

·      reviewing and monitoring the external auditor's independence and objectivity and the effectiveness of the audit process, taking into consideration relevant UK professional regulatory requirements;

·      monitoring the extent to which the external auditor is engaged to supply non-audit services; and

·      ensuring that the Investment Manager has arrangements in place for the investigation and follow-up of any concerns raised confidentially by staff in relation to propriety of financial reporting or other matters.

 

The committee reviews its terms of reference and effectiveness annually and recommends to the Board any changes required as a result of the review. The terms of reference are available on request from the Company Secretary.

 

The Board considers that the members of the committee collectively have the skills and experience required to discharge their duties effectively, and that the Chairman of the committee meets the requirements of the UK Corporate Governance Code (April 2016) as to relevant financial experience.

 

The Company does not have an independent internal audit function as it is not deemed appropriate given the size of the Company  and the nature of the Company's business.  However, the committee considers annually whether there is a need for such a function and, if there were, would recommend it be established.

 

In respect of the year ended 31 March 2018, the audit committee discharged its responsibilities by:

 

·      conducting a formal audit tender process and making a recommendation to the board in relation to the removal of Grant Thornton UK LLP and the appointment and approval of remuneration and terms of engagement of BDO LLP;

·      reviewing the external auditor's plan for the audit of the Financial Statements, including identification of key risks and confirmation of auditor independence;

·      reviewing TPIM's statement of internal controls operated in relation to the Company's business and assessing those controls in minimising the impact of key risks;

·      reviewing periodic reports on the effectiveness of TPIM's compliance procedures;

·      reviewing the appropriateness of the Company's accounting policies;

·      reviewing the Company's half-yearly results and draft annual Financial Statements prior to Board approval;

·      reviewing the external auditor's audit plan document to the audit committee on the annual Financial Statements; and

·      reviewing the Company's going concern status.

 

The audit committee is responsible for considering and reporting on any significant issues that arise in relation to the Financial Statements.

 

The key areas of risk that have been identified and considered by the audit committee in relation to the business activities and the Financial Statements of the Company are as follows:

 

·      valuation and existence of unquoted investments; and

·      compliance with HM Revenue & Customs conditions for maintenance of approved Venture Capital Trust status.

 

The audit committee relies on the Investment Manager to assess the valuation of unquoted investments and the existence of those investments. The Investment Manager has a director on the board of all the investee companies and meets regularly with the other directors and hence has an oversight of all the investments made. The audit committee have reviewed the valuations and discussed them with both the Investment Manager and the external auditor to confirm their assessment of the valuation of unquoted investments and the existence of those investments.

 

The Investment Manager has confirmed to the audit committee that the conditions for maintaining the Company's status as an approved Venture Capital Trust had been complied with throughout the year. The position is also reviewed by Philip Hare & Associates LLP in its capacity as adviser to the Company on taxation matters.

 

The audit committee has considered the whole Report and Accounts for the year ended 31 March 2018 and has reported to the Board that it considers them to be fair, balanced and understandable providing the information necessary for shareholders to assess the Company's position, performance, business model and strategy.

 

Internal Control

 

The Directors have overall responsibility for keeping under review the effectiveness of the Company's systems of internal controls. The purpose of these controls is to ensure that proper accounting records are maintained, the Company's assets are safeguarded and the financial information used within the business and for publication is accurate and reliable; such a system can only provide reasonable and not absolute assurance against material misstatement or loss. The system of internal controls is designed to manage rather than eliminate the risk of failure to achieve business objectives. As part of this process an annual review of the internal control systems is carried out. The review covers all material controls including financial, operational and risk management systems. The Directors regularly review financial results and investment performance with the Investment Manager.

 

The Directors have established an ongoing process designed to meet the particular needs of the Company in identifying, evaluating and managing risks to which it is exposed. The process adopted is one whereby the Directors identify the risks to which the Company is exposed including, among others, market risk, VCT qualifying investment risk and operational risks which are recorded on a risk register. The controls employed to mitigate these risks are identified and the residual risks are rated taking into account the impact of the mitigating factors. The risk register is updated twice a year.

 

TPIM is engaged to provide administrative (including accounting) services and retains physical custody of the documents of title relating to investments.

 

The Directors regularly review the system of internal controls, both financial and non-financial, operated by the Company and the Investment Manager. These include controls designed to ensure that the Company's assets are safeguarded and that proper accounting records are maintained.

 

Internal control systems include the production and review of quarterly bank reconciliations and management accounts.

 

The Investment Manager's procedures are subject to internal compliance checks.

 

Capital management is monitored and controlled by the Investment Manager. The capital being managed includes equity and fixed interest VCT qualifying investments, cash balances and liquid resources including debtors and creditors.

 

The Company's objectives when managing capital are:

·      to safeguard its ability to continue as a going concern, so that it can continue to provide returns to shareholders and benefits for other stakeholders;

·      to ensure sufficient liquid resources are available to meet the funding requirements of its investments and to fund new investments where identified.

 

Going Concern

 

After making the necessary enquiries, the Directors confirm that they are satisfied that the Company has adequate resources to continue in business for at least the next 12 months. The Board receives regular reports from the

 

Investment Manager and the Directors believe that, as no material uncertainties leading to significant doubt about going concern have been identified, it is appropriate to continue to apply the going concern basis in preparing the Financial Statements.

 

Relations with Shareholders

 

The Board recognises the value of maintaining regular communications with shareholders. In addition to the formal business of the Annual General Meeting, an opportunity is given to all shareholders to question the Board and the Investment Manager on matters relating to the Company's operation and performance. The Board and the Investment Manager will also respond to any written queries made by shareholders during the course of the year and both can be contacted at 18 St Swithin's Lane, London, EC4N 8AD or on 020 7201 8989.

 

Compliance Statement

 

The Listing Rules require the Board to report on compliance with the UK Corporate Governance Code (April 2016) provisions throughout the accounting period. With the exception of the limited items outlined below, the Directors consider that the Company has complied throughout the period under review with the provisions set out in the UK Corporate Governance Code (April 2016).

 

1.  New Directors do not receive a full, formal and tailored induction on joining the Board. Such matters are addressed on an individual basis as they arise (B.4.1).

 

2.  Due to the size of the Board and the nature of the Company's business, a formal performance evaluation of the Board, its committees, the individual Directors and the Chairman has not been undertaken. Specific performance issues are dealt with as they arise (B.6.1, B.6.3).

 

3.  The Company does not have a senior Independent Director. The Board does not consider such an appointment appropriate for the Company (A.4.1).

 

4. The Company conducts a formal review as to whether there is a need for an internal audit function. The Directors do not consider that an internal audit would be an appropriate control for a Venture Capital Trust (C.3.6).

 

5.  As all the Directors are Non-Executive, it is not considered appropriate to appoint a Nomination or Remuneration Committee (B.2.1 and D.2.1).

 

6.  The Audit committee includes three Non-Executive Directors all of whom are considered independent. David Frank is Chairman of the Company and is also chairman of the audit committee but it is not considered appropriate to appoint another independent director. The Board regularly reviews the independence of its Directors (C.3.1).

 

On behalf of the Board

 

David Frank

Chairman 

14 June 2018

 

Directors' Remuneration Report

 

Introduction

 

This report is submitted in accordance with schedule 8 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008, in respect of the year ended 31 March 2018.  This report also meets the Financial Conduct Authority's Listing Rules and describes how the Board has applied the principles relating to Directors' remuneration set out in UK Corporate Governance Code (issued April 2016). The reporting requirements require two sections to be included, a Policy Report and an Annual Remuneration Report which are presented below.

 

Directors' Remuneration Policy Report

 

This statement of the Directors' Remuneration Policy was effective following approval by shareholders at the Annual General Meeting on 24 August 2017. The Board currently comprises three Directors, all of whom are Non-Executive. The Board does not have a separate remuneration committee as the Company has no employees or executive directors. The Board has not retained external advisers in relation to remuneration matters but has access to information about Directors' fees paid by other companies of a similar size and type. No views which are relevant to the formulation of the Directors' remuneration policy have been expressed to the Company by shareholders, whether at a general meeting or otherwise.

 

The Board's policy is that the remuneration of Non-Executive Directors should reflect the experience of the Board as a whole, be fair and be comparable with that of other relevant Venture Capital Trusts that are similar in size and have similar investment objectives and structures. Furthermore, the level of remuneration should be sufficient to attract and retain the Directors needed to oversee the Company properly and to reflect the specific circumstances of the Company, the duties and responsibilities of the Directors and the value and amount of time committed to the Company's affairs. The articles of association provide that the Directors shall be paid in aggregate a sum not exceeding £100,000 per annum. None of the Directors are eligible for bonuses, pension benefits, share options, long-term incentive schemes or other benefits in respect of their services as Non-Executive Directors of the Company.

 

The articles of association provide that Directors shall retire and be subject to re-election at the first Annual General Meeting after their appointment and that any Director who has not been re-elected for three years shall retire and be subject to re-election at the Annual General Meeting. Also any Director not considered independent shall retire each year and offer himself for re-election at the Annual General Meeting.  The Directors' service contracts provide for an appointment of 12 months, after which three months' written notice must be given by either party. A Director who ceases to hold office is not entitled to receive any payment other than accrued fees (if any) for past services. The same policies will apply if a new Director is appointed.

 

Details of each Director's contract are shown below. The Chairman is paid more than the other Directors to reflect the additional responsibilities of that role. There are no other fees payable to the Directors for additional services outside of their contracts.

 

 

Date of Contract

Unexpired term of contract at                31 March 2018

Annual rate of Directors' fees

Policy on payment of loss of office

 

 

 

£

 

David Frank, Chairman

11-Nov-10

None

20,000

None

Simon Acland

12-Mar-09

None

17,500

None

Michael Stanes

21-Nov-12

None

17,500

None

 

It was agreed that the Directors' remuneration would increase when the E Share Class Offer was launched, in the case of David Frank, to £20,000 and in the case of the other Directors to £17,500.

 

Annual Remuneration Report

 

The remuneration policy described above was approved on 24 August 2017 at the Annual General Meeting and will remain unchanged for another three year period. The Board will review the remuneration of the Directors in line with the VCT industry on an annual basis, if thought appropriate.  Otherwise, only a change in role is likely to incur a change in remuneration of any one Director.

 

Directors' Remuneration (audited information)

 

The fees paid to Directors in respect of the year ended 31 March 2018 and the prior year are shown below:

 

 

 

Emoluments for the year ended   31 March 2018

Emoluments for the year ended 31 March 2017

 

 

£  

£  

David Frank

 

20,000

18,492

Simon Acland

 

17,500

15,992

Michael Stanes

 

17,500

15,992

 

 

55,000

50,476

Employers' NI contributions

1,210

607

Total Emoluments

 

56,210

51,083

 

None of the Directors are eligible for bonuses, pension benefits, share options, long-term incentive schemes or other benefits in respect of their services as Non-Executive Directors of the Company.

 

Information required on executive Directors, including the Chief Executive Officer and employees, has been omitted because the Company has neither and therefore it is not relevant.

 

Directors' emoluments compared to payments to shareholders:

 

 

 

31 March 2018

 31 March 2017

 

 

£'000

£'000

Dividends paid:

 

 

·      Ordinary Shareholders

1,460

-

·      A Shareholders

2,196

-

·      C Shareholders

672

672

·      D Shareholders

685

-

Share buy-backs

-

-

Total paid to shareholders

5,013

672

Directors' emoluments

56

51

 

Directors' Share Interests (audited information)

 

At 31 March 2018 the Directors held no shares in the Company (2017: Nil). At 31 March 2018 Simon Acland's wife held 48,750 D Class Shares (2017: 48,750). There have been no changes in the holdings of the Directors or their connected parties between 31 March 2018 and the date of this report. There are no requirements or restrictions on Directors holding shares in the Company.

 

Statement of Voting at the Annual General Meeting

 

The 2017 Remuneration Report was presented to the Annual General Meeting in August 2017 and received shareholder approval following a vote 99.6% of those voting were in favour and 4,899 shares abstained.

 

The 2017 Remuneration Policy was presented to the Annual General Meeting in August 2017 and received shareholder approval following a vote 99.1% in favour and 30,143 shares abstained.

 

Statement of the Chairman

 

At 31 March 2018 the Directors' fees are fixed at £20,000 for the Chairman and £17,500 for each of the other Directors. As mentioned on page 36, Directors' fees were increased alongside the launch of the E Shares. The remuneration of the Directors reflects the experience of the Board as a whole and is fair and comparable with that of other relevant Venture Capital Trusts that are similar in size and have similar investment objectives and structures.

 

On behalf of the Board

 

David Frank

Chairman 

14 June 2018

 

Statement of Comprehensive Income

For the year ended 31 March 2018

 

 

 

31 March 2018

 

31 March 2017

 

Note

Rev.

Cap.

Total

 

Rev.

Cap.

Total

 

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Income

 

 

 

 

 

 

 

 

Investment income

4

2,620

-  

2,620

 

2,307

-  

2,307

Gain arising on the disposal of investments during the year

10/11

-  

108

108

 

-  

-  

-  

Gain arising on the revaluation of investments at the year end

10

-  

2,096

2,096

 

-  

815

815

Investment return

 

2,620

2,204

4,824

 

2,307

815

3,122

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

Investment management fees

5

986

329

1,315

 

568

189

757

Financial and regulatory costs

 

42

-  

42

 

32

-  

32

General administration

 

191

153  

344

 

117

-  

117

Legal and professional fees

6

86

38

124

 

51

4

55

Directors' remuneration

7

56

-  

56

 

50

-  

50

Operating expenses

 

1,361

520

1,881

 

818

193

1,011

Profit/(loss) before taxation

 

1,259

1,684

2,943

 

1,489

622

2,111

Taxation

8

(189)

99

(90)

 

(298)

52

(246)

Profit after taxation

 

1,070

1,783

2,853

 

1,191

674

1,865

Profit and total comprehensive income for the period

 

1,070

1,783

2,853

 

1,191

674

1,865

Basic and diluted earnings per share (pence)

 

 

 

 

 

 

 

 

 

Ordinary Share

9

0.73p

2.77p

3.50p

 

0.88p

1.17p

2.05p

 

 

 

 

 

 

 

 

 

 

 

A Share

9

(0.22p)

1.74p

1.52p

 

1.15p

0.03p

1.18p

 

 

 

 

 

 

 

 

 

 

 

C Share

9

5.02p

6.32p

11.34p

 

3.06p

3.40p

6.46p

 

 

 

 

 

 

 

 

 

 

 

D Share

9

3.85p

3.94p

7.79p

 

4.01p

(0.08p)

3.93p

 

 

 

 

 

 

 

 

 

 

 

E Share

9

(0.92p)

(0.78p)

(1.70p)

 

-   

-   

-   

 

                               

 

The total column of this statement is the Statement of Comprehensive Income of the Company prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. The supplementary revenue return and capital columns have been prepared in accordance with the Association of Investment Companies Statement of Recommended Practice (AIC SORP).

 

All revenue and capital items in the above statement derive from continuing operations.

 

This Statement of Comprehensive Income includes all recognised gains and losses.The accompanying notes are an integral part of these statements.

 

Balance Sheet

at 31 March 2018

Company No: 06421083

 

 

31 March 2018

 

31 March 2017

 

Note

£'000

 

£'000

 

 

 

 

 

Non-current assets

 

 

 

 

Financial assets at fair value through profit or loss

10

52,144

 

39,947

 

 

 

 

 

Current assets

 

 

 

 

Assets held for sale

11

-  

 

789

Receivables

12

1,376

 

1,726

Cash and cash equivalents

13

18,448

 

2,534

 

 

19,824

 

5,049

 

 

 

 

 

Total Assets

 

71,968

 

44,996

 

 

 

 

 

Current liabilities

 

 

 

 

Payables and accrued expenses

14

659

 

253

Current taxation payable

 

91

 

264

 

 

750

 

517

 

 

 

 

 

Net Assets

71,218

 

44,479

 

 

 

 

 

Equity attributable to equity holders of the parent

 

 

 

 

Share capital

15

756

 

518

Share redemption reserve

 

2

 

2

Share premium

 

44,968

 

16,307

Special distributable reserve

 

23,968

 

27,301

Capital reserve

 

942

 

(841)

Revenue reserve

 

582

 

1,192

Total equity

 

71,218

 

44,479

 

 

 

 

 

Shareholder' funds

 

 

 

 

Ordinary Share

17

65.74p

 

69.74p

 

 

 

 

 

A Share

17

-   

 

42.46p

 

 

 

 

 

C Share

17

112.84p

 

106.49p

 

 

 

 

 

D Share

17

107.98p

 

105.19p

 

 

 

 

 

E Share

17

98.32p

 

-   

 

The statements were approved by the Directors and authorised for issue on 14 June 2018 and are signed on their behalf by:

 

David Frank

Chairman

14 June 2018

The accompanying notes are an integral part of this statement.

 

Statement of Changes in Shareholders' Equity

For the year ended 31 March 2018

 

Issued Capital

Share Redemption Reserve

Share Premium

Special Distributable Reserve

Capital Reserve

Revenue Reserve

Total

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Year ended 31 March 2018

 

 

 

 

 

 

 

Opening balance

518

2

16,307

27,301

(841)

1,192

44,479

Issue of new shares

289

-  

29,441

-  

-  

-  

29,730  

Cost of issue

-

-

(780)

-

-

-

(780)

Purchase of own shares

(51)

-  

-  

-  

-  

-  

(51)

Cancellation of share premium

-  

-  

-  

-  

-  

-  

-  

Dividends paid

-  

-  

-  

(3,333)

-  

(1,680)

(5,013)

Transactions with owners

238

-  

28,661

(3,333)

-  

(1,680)

23,886

Profit for the year

-  

-  

-  

-  

1,783

1,070

2,853

Other comprehensive income

-  

-  

-  

-  

-  

-  

-  

Profit and total comprehensive income for the year

-  

-  

-  

-  

1,783

1,070

2,853

Balance at 31 March 2018

756

2

44,968

23,968

942

582

71,218

Capital reserve consists of:

 

 

 

 

 

 

 

Investment holding gains

 

 

 

 

3,250

 

 

Other realised losses

 

 

 

 

(2,308)

 

 

 

 

 

 

 

942

 

 

Year ended 31 March 2017

 

 

 

 

 

 

 

Opening balance

518

2

16,307

27,447

(1,515)

527

43,286

Issue of new shares

-  

-  

-  

-  

-  

-  

-  

Purchase of own shares

-  

-  

-  

-  

-  

-  

-  

Cancellation of share premium

-  

-  

-  

-  

-  

-  

-  

Dividend paid

-  

-  

-  

(146)

-  

(526)

(672)

Transactions with owners

-  

-  

-  

(146)

-  

(526)

(672)

Profit for the year

-  

 

-  

-  

674

1,191

1,865

Other comprehensive income

-  

 

-  

-  

-  

-  

-  

Profit and total comprehensive income for the year

-  

 

-  

-  

674

1,191

1,865

Balance at 31 March 2017

518

2

16,307

27,301

(841)

1,192

44,479

Capital reserve consists of:

 

 

 

 

 

 

 

Investment holding gains

 

 

 

 

1,390

 

 

Other realised losses

 

 

 

 

(2,231)

 

 

 

 

 

 

 

(841)

 

 

 

The capital reserve represents the proportion of Investment Management fees charged against capital and realised/unrealised gains or losses on the disposal/revaluation of investments. The unrealised capital reserve, share redemption reserve and share premium reserve are not distributable. The special distributable reserve was created on court cancellation of the share premium account. The revenue, special distributable and realised capital reserves are distributable by way of dividend.

 

At 31 March 2018 the total reserves available for distribution are £22,242,000. This consists of the distributable revenue reserve net of the realised capital loss and the special distributable reserve.

 

Statement of Cash Flows

For the year ended 31 March 2018

 

Year ended

 

Year ended

 

31 March 2018

 

31 March 2017

 

£'000

 

£'000

Cash flows from operating activities

 

 

 

Profit before taxation

2,943

 

2,111

(Gain) arising on the disposal of investments during the period

(108)

 

-  

(Gain) arising on the revaluation of investments at the period end

(2,096)

 

(815)

Cashflow generated by operations

739

 

1,296

(Increase) in receivables

(210)

 

(571)

Increase/(decrease) in payables

406

 

(63)

Taxation

(263)

 

(183)

Net cash flows from operating activities

672

 

479

Cash flow from investing activities

 

 

 

Purchase of financial assets at fair value through profit or loss

(11,001)

 

-  

Proceeds of sale of financial assets at fair value through profit or loss*

2,357

 

1,695

Net cash flows from investing activities

(8,644)

 

1,695

Cash flows from financing activities

 

 

 

Issue of new shares

29,730

 

-  

Cost of issue

(780)

 

-

Repayment of capital

(51)

 

-  

Dividends paid

(5,013)

 

(672)

Net cash flows from financing activities

23,886

 

(672)

Net increase/(decrease) in cash and cash equivalents

15,914

 

1,502

Reconciliation of net cash flow to movements in cash and cash equivalents

 

 

 

Opening cash and cash equivalents

2,534

 

1,032

Net increase/(decrease) in cash and cash equivalents

15,914

 

1,502

Closing cash and cash equivalents

18,448

 

2,534

 

*Includes deferred consideration of £561,000, relating to a disposal in the prior period.

 

The accompanying notes are an integral part of these statements.

 

Unaudited Non-Statutory Analysis of - The Ordinary Share Fund

 

 

 

31 March 2018

 

31 March 2017

 

 

Revenue

Capital

Total

 

Revenue

Capital

Total

 

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Investment income

 

382

-  

382

 

421

-  

421

Realised gain on investments

 

-  

76

76

 

-  

-  

-  

Unrealised gain on investments

 

-  

639

639

 

-  

258

258

Investment return

 

382

715

1,097

 

421

258

679

Investment management fees

 

(175)

(179)

(354)

 

(163)

(43)

(206)

Other expenses

 

(30)

(38)

(68)

 

(44)

-  

(44)

Profit before taxation

 

177

498

675

 

214

215

429

Taxation

 

(34)

41

7

 

(43)

12

(31)

Profit after taxation

 

143

539

682

 

171

227

398

Profit and total comprehensive income for the period

 

143

539

682

 

171

227

398

Basic and diluted earnings per share

 

0.73p

2.77p

3.50p

 

0.88p

1.17p

2.05p

 

 

 

 

 

 

 

 

 

Balance Sheet

 

 

Year ended

 

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Non-current assets

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss

 

 

 

11,098

 

 

 

11,705

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Assets held for sale

 

 

 

-  

 

 

 

-  

Receivables

 

 

 

62

 

 

 

334

Cash and cash equivalents

 

 

 

1,868

 

 

 

1,632

Corporation tax

 

 

 

7

 

 

 

-  

 

 

 

 

1,937

 

 

 

1,966

Current liabilities

 

 

 

 

 

 

 

 

Payables

 

 

 

(240)

 

 

 

(62)

Corporation tax

 

 

 

-  

 

 

 

(36)

Net assets

 

 

 

12,795

 

 

 

13,573

 

 

 

 

 

 

 

 

 

Equity attributable to equity holders

 

 

 

12,795

 

 

 

13,573

Net asset value per share

 

 

 

65.74p

 

 

 

69.74p

Statement of Changes in Shareholders' Equity

 

 

 

 

 

 

 

 

 

 

 

Year ended

 

 

Year ended

 

 

31 March 2018

 

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Opening shareholders' funds

 

 

 

13,573

 

 

 

13,175

Purchase of own shares

 

 

 

-  

 

 

 

-  

Issue of new shares

 

 

 

-  

 

 

 

-  

Profit for the period

 

 

 

682

 

 

 

398

Dividends paid

 

 

 

(1,460)

 

 

 

-  

Closing shareholders' funds

 

 

 

12,795

 

 

 

13,573

 

Unaudited Non-Statutory Analysis of - The Ordinary Share Fund

 

Investment Portfolio

31 March 2018

 

31 March 2017

 

        Cost 

     Valuation

 

        Cost 

     Valuation

 

£'000

£'000

 

£'000

£'000

Unquoted qualifying holdings

8,376

70.10

9,367

72.25

 

9,381

73.62

10,000

74.98

Unquoted non-qualifying holdings

1,705

14.28

1,731

13.35

 

1,730

13.58

1,705

12.78

Financial assets at fair value through profit or loss

10,081

84.38

11,098

85.60

 

11,111

87.20

11,705

87.76

Cash and cash equivalents

1,868

15.62

1,868

14.40

 

1,632

12.80

1,632

12.24

 

11,949

100.00

12,966

100.00

 

12,743

100.00

13,337

100.00

Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Rooftop Solar Systems*

 

 

 

 

 

 

 

 

 

Digima Ltd

1,262

10.56

1,621

12.50

 

1,262

9.90

1,296

9.72

Digital Screen Solutions Ltd

2,020

16.91

2,062

15.90

 

2,020

15.85

2,070

15.52

Solar

 

 

 

 

 

 

 

 

 

Cmore Energy Ltd

-  

-  

-  

-  

 

1,000

7.85

1,221

9.15

Green Energy for Education Ltd

475

3.98

963

7.43

 

475

3.73

752

5.64

PJC Renewable Energy Ltd

-  

-  

-  

-  

 

5

0.04

-  

-  

Hydro Electric Power

 

 

 

 

 

 

 

 

 

Elementary Energy Ltd

2,060

17.24

2,310

17.82

 

2,060

16.17

2,102

15.76

Green Highland Shenval Ltd

359

3.00

211

1.63

 

359

2.82

359

2.69

Gas Power

 

 

 

 

 

 

 

 

 

Green Peak Generation Ltd

2,200

18.41

2,200

16.97

 

2,200

17.26

2,200

16.50

 

8,376

70.10

9,367

72.25

 

9,381

73.62

10,000

74.98

Non-Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Crematorium Management

 

 

 

 

 

 

 

 

 

Furnace Managed Services Ltd

620

5.19

646

4.98

 

620

4.87

592

4.44

Hydro Electric Power

 

 

 

 

 

  

 

  

 

Elementary Energy Ltd

285

2.39

285

2.20

 

310

2.43

310

2.32

SME Funding

 

 

 

 

 

 

 

 

 

Hydro Electric Power:

 

 

 

 

 

 

 

 

 

Broadpoint 2 Ltd

350

2.93

350

2.70

 

350

2.75

350

2.62

Other:

 

 

 

 

 

 

 

 

 

Funding Path Ltd

450

3.77

450

3.47

 

450

3.53

453

3.40

 

1,705

14.28

1,731

13.35

 

1,730

13.58

1,705

12.78

 

* During the year, with the support of the Investment Manager, two companies which previously invested in the Cinema Digitisation sector, Digima Ltd and Digital Screen Solutions Ltd developed their businesses during the year from cinema digitisation and each now own a portfolio of rooftop solar PV assets.

 

Unaudited Non-Statutory Analysis of - The A Ordinary Share Fund

Statement of Comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

Revenue

Capital

Total

 

Revenue

Capital

Total

 

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Investment income

 

32

-  

32

 

110

-  

110

Realised gain on investments

 

-  

32

32

 

-  

-  

-  

Unrealised gain on investments

 

-  

65

65

 

-  

7

7

Investment return

 

32

97

129

 

110

7

117

Investment management fees

 

(5)

(23)

(28)

 

(30)

(8)

(38)

Other expenses

 

(32)

-  

(32)

 

(6)

-  

(6)

Profit/(loss) before taxation

 

(5)

74

69

 

74

(1)

73

Taxation

 

(5)

4

(1)

 

(15)

3

(12)

Profit/(loss) after taxation

 

(10)

78

68

 

59

2

61

Profit/(loss) and total comprehensive income for the period

 

(10)

78

68

 

59

2

61

Basic and diluted earnings/(loss) per share

 

(0.22p)

1.74p

1.52p

 

1.15p

0.03p

1.18p

 

Balance Sheet

 

 

Year ended

 

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Non-current assets

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss

 

 

 

-  

 

 

 

957

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Assets held for sale

 

 

 

-  

 

 

 

789

Receivables

 

 

 

-  

 

 

 

311

Cash and cash equivalents

 

 

 

-  

 

 

 

146

 

 

 

 

-  

 

 

 

1,246

Current liabilities

 

 

 

 

 

 

 

 

Payables

 

 

 

-  

 

 

 

(11)

Corporation tax

 

 

 

-  

 

 

 

(13)

Net assets

 

 

 

-  

 

 

 

2,179

 

 

 

 

 

 

 

 

 

Equity attributable to equity holders

 

 

-  

 

 

 

2,179

Net asset value per share

 

 

 

-   

 

 

 

42.46p

Statement of Changes in Shareholders' Equity

 

 

Year ended

 

 

Year ended

 

 

31 March 2018

 

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Opening shareholders' funds

 

 

 

2,179

 

 

 

2,118

Profit/(loss) for the period

 

 

 

68

 

 

 

61

Dividends paid

 

 

 

(2,196)

 

 

 

-  

Closing shareholders' funds

 

 

 

-  

 

 

 

2,179

 

Investment Portfolio

31 March 2018

 

31 March 2017

 

        Cost 

     Valuation

 

        Cost 

     Valuation

 

£'000

£'000

 

£'000

£'000

Unquoted qualifying holdings

-  

-  

-  

-  

 

875

44.40

789

41.70

Unquoted non-qualifying holdings

-  

-  

-  

-  

 

950

48.20

957

50.58

Financial assets at fair value through profit or loss

-  

-  

-  

-  

 

1,825

92.60

1,746

92.28

Cash and cash equivalents

-  

-  

-  

-  

 

146

7.40

146

7.72

 

-  

-  

-  

-  

 

1,971

100.00

1,892

100.00

Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Landfill Gas

 

 

 

 

 

  

 

 

 

Aeris Power Ltd

-  

-  

-  

-  

 

525

26.64

424

22.41

Craigahulliar Energy Ltd

-  

-  

-  

-  

 

350

17.76

365

19.29

 

-  

-  

-  

-  

 

875

44.40

789

41.70

Non-Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

SME Funding

 

 

 

 

 

 

 

 

 

Other:

 

 

 

 

 

 

 

 

 

Funding Path Ltd

-  

-  

-  

-  

 

950

48.20

957

50.58

 

-  

-  

-  

-  

 

950

48.20

957

50.58

 

Unaudited Non-Statutory Analysis of - The C Ordinary Share Fund

 

Statement of Comprehensive Income

 

 

 

 

 

 

Year ended

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

Revenue

Capital

Total

 

Revenue

Capital

Total

 

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Investment income

 

1,048

-  

1,048

 

804

-  

804

Unrealised gain on investments

 

-  

907

907

 

-  

514

514

Investment return

 

1,048

907

1,955

 

804

514

1,318

Investment management fees

 

(251)

(72)

(323)

 

(244)

(70)

(314)

Other expenses

 

(34)

-  

(34)

 

(45)

(2)

(47)

Profit/(loss) before taxation

 

763

835

1,598

 

515

442

957

Taxation

 

(88)

14

(74)

 

(103)

14

(89)

Profit/(loss) after taxation

 

675

849

1,524

 

412

456

868

Profit and total comprehensive income for the period

 

675

849

1,524

 

412

456

868

Basic and diluted earnings per share

 

5.02p

6.32p

11.34p

 

3.06p

3.40p

6.46p

 

 

 

 

 

 

 

 

 

Balance Sheet

 

 

Year ended

 

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Non current assets

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss

 

 

 

14,590

 

 

 

14,160

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Receivables

 

 

 

187

 

 

 

76

Cash and cash equivalents

 

 

 

551

 

 

 

257

 

 

 

 

738

 

 

 

333

Current liabilities

 

 

 

 

 

 

 

 

Payables

 

 

 

(87)

 

 

 

(89)

Corporation tax

 

 

 

(75)

 

 

 

(90)

Net assets

 

 

 

15,166

 

 

 

14,314

 

 

 

 

 

 

 

 

 

Equity attributable to equity holders

 

 

 

15,166

 

 

 

14,314

Net asset value per share

 

 

 

112.84p

 

 

 

106.49p

 

 

 

 

 

 

 

 

 

Statement of Changes in

 

 

Year ended

 

 

Year ended

Shareholders' Equity

 

31 March 2018

 

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

 

 

 

 

 

 

 

 

 

Opening shareholders' funds

 

 

 

14,314

 

 

 

14,118

Profit for the period

 

 

 

1,524

 

 

 

868

Dividends paid

 

 

 

(672)

 

 

 

(672)

Closing shareholders' funds

 

 

 

15,166

 

 

 

14,314

 

Investment Portfolio

31 March 2018

 

31 March 2017

 

        Cost 

     Valuation

 

        Cost 

     Valuation

 

£'000

£'000

 

£'000

£'000

 

 

 

 

 

 

 

 

 

 

Unquoted qualifying holdings

9,430

70.40

11,176

73.81

 

9,430

69.45

10,269

71.23

Unquoted non-qualifying holdings

3,414

25.49

3,414

22.54

 

3,891

28.66

3,891

26.99

Financial assets at fair value through profit or loss

12,844

95.89

14,590

96.35

 

13,321

98.11

14,160

98.22

Cash and cash equivalents

551

4.11

551

3.65

 

257

1.89

257

1.78

 

13,395

100.00

15,141

100.00

 

13,578

100.00

14,417

100.00

Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Hydro Electric Power

 

 

 

 

 

 

 

 

 

Green Highland Allt Choire A Bhalachain (225) Ltd

3,130

23.37

3,504

23.14

 

3,130

23.05

3,038

21.07

Green Highland Allt Phocachain (1015) Ltd

2,000

14.93

2,103

13.89

 

2,000

14.73

2,031

14.09

Green Highland Renewables (Achnacarry) Ltd

4,300

32.10

5,569

36.78

 

4,300

31.67

5,200

36.07

 

9,430

70.40

11,176

73.81

 

9,430

69.45

10,269

71.23

 

 

 

 

 

 

 

 

 

 

Non-Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hydro Electric Power

 

 

 

 

 

 

 

 

 

Green Highland Allt Choire A Bhalachain (225) Ltd

318

2.37

318

2.10

 

342

2.52

342

2.37

Green Highland Allt Phocachain (1015) Ltd

143

1.07

143

0.94

 

161

1.19

161

1.12

Green Highland Renewables (Achnacarry) Ltd

65

0.49

65

0.43

 

100

0.74

100

0.69

SME Funding

 

 

 

 

 

 

 

 

 

Hydro Electric Power:

 

 

 

 

 

 

 

 

 

Broadpoint 2 Ltd

2,084

15.56

2,084

13.76

 

2,484

18.29

2,484

17.23

Broadpoint 3 Ltd

804

6.00

804

5.31

 

804

5.92

804

5.58

 

3,414

25.49

3,414

22.54

 

3,891

28.66

3,891

26.99

 

Unaudited Non-Statutory Analysis of - The D Ordinary Share Fund

 

Statement of Comprehensive Income

 

 

 

 

 

 

Year ended

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

Revenue

Capital

Total

 

Revenue

Capital

Total

 

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Investment income

 

933

-  

933

 

972

-  

972

Unrealised gain on investments

 

-  

598

598

 

-  

36

36

Investment return

 

933

598

1,531

 

972

36

1,008

Investment management fees

 

(250)

(71)

(321)

 

(239)

(68)

(307)

Other expenses

 

(34)

-  

(34)

 

(47)

(2)

(49)

Profit/(loss) before taxation

 

649

527

1,176

 

686

(34)

652

Taxation

 

(124)

14

(110)

 

(137)

23

(114)

Profit/(loss) after taxation

 

525

541

1,066

 

549

(11)

538

Profit/(loss) and total comprehensive income for the period

 

525

541

1,066

 

549

(11)

538

Basic and diluted earnings/(loss) per share

 

3.85p

3.94p

7.79p

 

4.01p

(0.08p)

3.93p

 

 

 

 

 

 

 

 

 

Balance Sheet

 

Year ended

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Non current assets

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss

 

 

 

13,723

 

 

 

13,125

Current assets

 

 

 

 

 

 

 

 

Receivables

 

 

 

1,093

 

 

 

1,005

Cash and cash equivalents

 

 

 

253

 

 

 

499

 

 

 

 

1,346

 

 

 

1,504

Current liabilities

 

 

 

 

 

 

 

 

Payables

 

 

 

(165)

 

 

 

(91)

Corporation tax

 

 

 

(110)

 

 

 

(125)

Net assets

 

 

 

14,794

 

 

 

14,413

 

 

 

 

 

 

 

 

 

Equity attributable to equity holders

 

 

 

14,794

 

 

 

14,413

Net asset value per share

 

 

 

107.98p

 

 

 

105.19p

 

 

 

 

 

 

 

 

 

Statement of Changes in

 

 

Year ended

 

 

Year ended

Shareholders' equity

 

31 March 2018

 

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Opening shareholders' funds

 

 

 

14,413

 

 

 

13,875

Profit for the period

 

 

 

1,066

 

 

 

538

Dividends paid

 

 

 

(685)

 

 

 

-  

Closing shareholders' funds

 

 

 

14,794

 

 

 

14,413

 

Investment Portfolio

31 March 2018

 

31 March 2017

 

        Cost 

     Valuation

 

        Cost 

     Valuation

 

£'000

£'000

 

£'000

£'000

 

 

 

 

 

 

 

 

 

 

Unquoted qualifying holdings

10,899

81.68

11,532

82.51

 

10,898

80.20

10,928

80.21

Unquoted non-qualifying holdings

2,191

16.43

2,191

15.67

 

2,191

16.13

2,197

16.13

Financial assets at fair value through profit or loss

13,090

98.11

13,723

98.18

 

13,089

96.33

13,125

96.34

Cash and cash equivalents

253

1.89

253

1.82

 

499

3.67

499

3.66

 

13,343

100.00

13,976

100.00

 

13,588

100.00

13,624

100.00

Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Hydro Electric Power

 

 

 

 

 

 

 

 

 

Green Highland Allt Garbh Ltd

2,710

20.31

2,710

19.39

 

2,710

19.94

2,710

19.89

Green Highland Allt Ladaidh (1148) Ltd

3,500

26.23

4,092

29.28

 

3,500

25.76

3,500

25.69

Green Highland Allt Luaidhe (228) Ltd

1,996

14.96

2,165

15.49

 

1,995

14.68

2,047

15.02

Green Highland Allt Phocachain (1015) Ltd

1,932

14.48

2,084

14.91

 

1,932

14.22

1,910

14.02

Green Highland Shenval Ltd

761

5.70

481

3.44

 

761

5.60

761

5.59

 

10,899

81.68

11,532

82.51

 

10,898

80.20

10,928

80.21

Non-Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Hydro Electric Power

 

 

 

 

 

 

 

 

 

Green Highland Allt Luaidhe (228) Ltd

185

1.39

185

1.32

 

185

1.36

185

1.36

SME Funding

 

 

 

 

 

 

 

 

 

Hydroelectric Power:

 

 

 

 

 

 

 

 

 

Broadpoint 3 Ltd

1,206

9.04

1,206

8.63

 

1,206

8.88

1,206

8.85

Other:

 

 

 

 

 

 

 

 

 

Funding Path Ltd

800

6.00

800

5.72

 

800

5.89

806

5.92

 

 

 

 

 

 

 

 

 

 

 

2,191

16.43

2,191

15.67

 

2,191

16.13

2,197

16.13

 

Unaudited Non-Statutory Analysis of - The E Ordinary Share Fund

 

Statement of Comprehensive Income

 

 

 

 

 

 

Year ended

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

Revenue

Capital

Total

 

Revenue

Capital

Total

 

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Investment income

 

225

-  

225

 

-  

-  

-  

Realised gain on investments

 

-  

-  

-  

 

-  

-  

-  

Unrealised loss on investments

 

-  

(113)

(113)

 

-  

-  

-  

Investment return

 

225

(113)

112

 

-  

-  

-  

Investment management fees

 

(483)

(137)

(620)

 

-  

-  

-  

Other expenses

 

(67)

-  

(67)

 

-  

-  

-  

Profit/(loss) before taxation

 

(325)

(250)

(575)

 

-  

-  

-  

Taxation

 

62

26

88

 

-  

-  

-  

Profit/(loss) after taxation

 

(263)

(224)

(487)

 

-  

-  

-  

Profit/(loss) and total comprehensive income for the period

 

(263)

(224)

(487)

 

-  

-  

-  

Basic and diluted earnings/(loss) per share

 

(0.92p)

(0.78p)

(1.70p)

 

-   

-   

-   

 

 

 

 

 

 

 

 

 

Balance Sheet

 

Year ended

 

Year ended

 

 

31 March 2018

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Non current assets

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss

 

 

 

12,733

 

 

 

-  

Current assets

 

 

 

 

 

 

 

 

Receivables

 

 

 

34

 

 

 

-  

Cash and cash equivalents

 

 

 

15,776

 

 

 

-  

Corporation tax

 

 

 

87

 

 

 

-  

 

 

 

 

15,897

 

 

 

-  

Current liabilities

 

 

 

 

 

 

 

 

Payables

 

 

 

(167)

 

 

 

-  

Net assets

 

 

 

28,463

 

 

 

-  

 

 

 

 

 

 

 

 

 

Equity attributable to equity holders

 

 

 

28,463

 

 

 

-  

Net asset value per share

 

 

 

98.32p

 

 

 

-   

 

 

 

 

 

 

 

 

 

Statement of Changes in

 

 

Year ended

 

 

Year ended

Shareholders' equity

 

31 March 2018

 

 

31 March 2017

 

 

 

 

£'000

 

 

 

£'000

Issue of new shares

 

 

 

28,950

 

 

 

-  

Profit for the period

 

 

 

(487)

 

 

 

-  

Closing shareholders' funds

 

 

 

28,463

 

 

 

-  

 

Investment Portfolio

31 March 2018

 

31 March 2017

 

        Cost 

     Valuation

 

        Cost 

     Valuation

 

£'000

£'000

 

£'000

£'000

 

 

 

 

 

 

 

 

 

 

Unquoted qualifying holdings

5,000

17.45

5,000

17.54

 

-  

-  

-  

-  

Quoted non-qualifying holdings

6,001

20.94

5,884

20.64

 

-  

-  

-  

-  

Unquoted non-qualifying holdings

1,875

6.55

1,849

6.48

 

-  

-  

-  

-  

Cash and cash equivalents

15,776

55.06

15,776

55.34

 

-  

-  

-  

-  

 

28,652

100.00

28,509

100.00

 

-  

-  

-  

-  

Qualifying Holdings

 

 

 

 

 

 

 

 

 

Unquoted

 

 

 

 

 

 

 

 

 

Vertical Growing

 

 

 

 

 

 

 

 

 

Perfectly Fresh Cheshire Ltd

5,000

17.45

5,000

17.54

 

-  

-  

-  

-  

 

 

 

 

 

 

 

 

 

 

 

5,000

17.45

5,000

17.54

 

-  

-  

-  

-  

Non-Qualifying Holdings

 

 

 

 

 

 

 

 

 

Quoted

 

 

 

 

 

 

 

 

 

Investment Property

 

 

 

 

 

 

 

 

 

TP Social Housing REIT Plc Equity

6,001

20.94

5,884

20.64

 

-  

-  

-  

-  

 

 

 

 

 

 

 

 

 

 

 

6,001

20.94

5,884

20.64

 

-  

-  

-  

-  

Unquoted

 

 

 

 

 

 

 

 

 

SME Funding

 

 

 

 

 

 

 

 

 

Hydroelectric Power:

 

 

 

 

 

 

 

 

 

Broadpoint 2 Ltd

400

1.40

400

1.40

 

-  

-  

-  

-  

Other:

 

 

 

 

 

 

 

 

 

Funding Path Ltd

950

3.32

950

3.33

 

-  

-  

-  

-  

Aeris Power Ltd

525

1.83

499

1.75

 

-  

-  

-  

-