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NCA New Century Aim Vct Plc

25.50
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
New Century Aim Vct Plc LSE:NCA London Ordinary Share GB00B06JWZ91 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 25.50 1.00 50.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

New Century AIM VCT Final Results

30/06/2017 2:05pm

UK Regulatory


 
TIDMNCA 
 
 

New Century AIM VCT plc

 

28th February 2017

 

Report and Accounts for the year to 28th February 2017

 
Financial Summary                   1 
Chairman's Statement                2 
Details of Directors                3 
Management and Administration       4 
Directors                           5 
Strategic Report                    6 
Investment Portfolio                8 
Top Ten Investments                 12 
Directors' Report                   13 
Directors' Remuneration Report      16 
Corporate Governance                18 
Independent Auditor's Report        21 
Statement of Comprehensive Income   24 
Balance Sheet                       25 
Statement of Changes in Equity      26 
Cash Flow Statement                 27 
Notes to the Financial Statements   28 
Shareholder Information             38 
Notice of Annual General Meeting    39 
 
 

Financial Summary

 
                                                Year ended   Year ended 
                                                28 February  29 February 
                                                2017         2016 
Revenue return per share (pence) for the year   0.55         0.54 
Total return per share (pence) for the year     13.19        4.89 
Proposed dividends per share (pence)            3.30         3.20 
Net asset value per share (pence)               84.38        73.98 
Cumulative value of shareholder                 101.50       87.90 
investment (net asset 
value plus  cumulative dividends 
per share) (pence) 
Shareholders' funds (GBP'000)                     6,633        6,387 
 
 

Chairman's Statement

 

In the twelve months to 28th February 2017, the net asset value (NAV) of your fund increased by 14.06% to 84.38p based on bid prices. The net asset value plus cumulative dividends advanced from 87.9p to 101.50p being a gain of 15.47%. The FTSE AIM All share index increased by 30.93% in the year. The FTSE AIM All shares encompasses all sectors and includes many mining, oil and gas companies that have performed well in the year. Your fund is constrained from investing in many of these types of businesses as part of the VCT rules.

 

The improvement has carried on in to the new financial year with the NAV as at 31st May 2017 being 89.83p which is an increase of 6.46% from the NAV at the start of the year. The FTSE AIM All share index has increased by 9.4% over the same period. This NAV is based on mid-market prices, the industry standard, in line with those that are reported to the Market at the end of each month, whereas in our annual report we quote the NAV as based on bid prices a statutory requirement.

 

Dividends paid by your fund to shareholders are free of tax. The Board recognizes the importance of dividend income for its shareholders and it is its intention to propose a dividend for the year of 3.3 pence per share an increase of 3.13%, representing at the mid-price on the 19th June 2017 a yield of 5.16%.

 

The level of qualifying investments at 90.08% is still comfortably above the 70% required level.

 

We are seeing more new qualifying issues currently but we continue to take a cautious approach. The uncertainty surrounding the BREXIT negotiations following the General Election results may see increased volatility in the months ahead, however the majority of our investee companies continue to trade well which bodes well and gives us cautious optimism for the year ahead.

 

Geoffrey Gamble

 

Chairman

 

28th June 2017

 

Details of Directors

 

Michael Barnard (Aged 66)

 

Michael has been employed in stockbroking since 1971. In 1974 he became a Member of the Stock Exchange. During his career his duties have spanned investment advising, investment research, dealing and company management. In 1988 he started his own stockbroking company, M D Barnard & Co. Limited. Based in Laindon, Essex, it has offices in London, Wells, Exeter and Colchester. Since 1995, he has been either managing or advising unit trust, private client and pension company portfolios with a total value of approximately GBP115 million.

 

Geoffrey Gamble (Aged 58)

 

Geoffrey started his career with National Westminster Bank plc. He joined Publishing Holdings plc in 1984 and became a director in 1986. He took part in an MBO in 1988, backed by Schroder Ventures (now Permira) to form Charterhouse Communications Group Ltd and was instrumental in the satisfactory venture capital exit from that company and its flotation on AIM in 1996. He became managing director of Charterhouse Communications plc in 1999.

 

Peter William Riley (Aged 72)

 

Peter is a retired solicitor. He specialised in property law with an emphasis on large commercial properties.

 

Ian Cameron-Mowat (Aged 66)

 

Ian has a BSc 1st degree in electronics and was involved in the early development of computers at Burroughs Machines. He is currently a consultant radiologist to the NHS Trust.

 

Management and Administration

 
Registered Office & Registered Number   4thFloor, 
                                        50 Mark Lane 
                                        London EC3R 7QR 
                                        Company Number: 05352611 
Company Secretary                       Tricor Secretaries Limited 
                                        4th Floor, 
                                        50 Mark Lane 
                                        London EC3R 7QR 
Registrar                               Neville Registrars Limited 
                                        Neville House 
                                        18 Laurel Lane 
                                        Halesowen 
                                        West Midlands B63 3DA 
Investment Manager and Broker           M D Barnard & Co. Limited 
                                        17-21 New Century Road 
                                        Laindon, 
                                        Essex SS15 6AG 
Auditor & VCT Status Adviser            UHY Hacker Young LLP 
                                        Quadrant House 
                                        4 Thomas More Square 
                                        London E1W 1YW 
 
 

Directors

 

Geoffrey Gamble (Chairman)Michael David BarnardPeter William RileyIan Cameron-Mowat

 

All directors are non-executive.

 

Audit Committee:

 

Geoffrey Gamble (Chairman)Peter William RileyIan Cameron-Mowat

 

Strategic Report

 

Activities and status

 

The principal activity of the company during the year was the making of long-term equity and loan investments in unquoted and AIM traded companies in the United Kingdom. The company has been listed on the London Stock Exchange since 25 March 2005. The Chairman's Statement on page 2 and the Investment Manager's Review below give a review of developments during the year and of future prospects.

 

The directors consider that the company was not at any time up to the date of this report a close company within the meaning of Section 414 of the Act.

 

Investment Manager's Review

 

In the twelve months to 28th February 2017, the net asset value (NAV) increased from 73.98p to 84.38p a gain of 14.06%. The total return for the year, including the 3.3p dividend amounted to 19.2%. The VCT, by its nature, has to invest primarily in UK businesses and thus it had little exposure to overseas mining, oil and gas sectors and to strong overseas currencies that helped to bring about a 30.93% increase in the FTSE AIM All Share index over the same period.

 

We made fourteen qualifying investments, purchasing shares in Photonstar LED, YU Group, Scancell, Medaphor, Imginatik, Sys Group, LoopUp, Microsaic Systems, Faron, Cloudcall, Creo Medical, Maxcyte, Cyanconnode and TEK Capital.

 

We sold or part sold seventeen investments in the period.

 

Well documented market challenges persist, however although we may experience some volatility in the months ahead now that the Country has triggered Article 50 to formalise the process of Britain leaving the EU, we feel well prepared for this and continue to work hard to mitigate against this. Your portfolio holds some well managed investments with many trading well which we feel offers exciting prospects. We therefore remain cautiously optimistic for the year ahead.

 

Investment Objective

 

New Century AIM VCT PLC is a Venture Capital Trust ("VCT") established under the legislation introduced in the Finance Act 1995. The company's principal objectives as set out in the prospectus are to achieve long term capital growth through investment in a diversified portfolio of Qualifying Companies primarily quoted on AIM.

 

Principal risks and uncertainties

 

The company invests its funds primarily in unlisted companies and companies traded on AIM, which entail a higher degree of risk than investments in large listed companies. The main risk, therefore, arising from the company's activities is market price risk, representing the uncertain realisable values of the company's investments. Please refer to note 22 to these financial statements which gives a detailed review of the company's risk management.

 

Environmental matters

 

Discussion in respect of environmental matters is not considered relevant or material to an understanding of the performance of the company. The company does not consider that Greenhouse Gas Emissions disclosure is relevant to the company on the grounds of immateriality due to it not having its own premises or employees.

 

Key performance indicators

 

The financial key performance indicators are set out in the financial summary on page 1.

 

Michael BarnardDirector

 

28th June 2017

 

Investment Portfolio

 
Security                     Cost       Valuation       %       % 
                             GBP          28/02/2017 - GBP  Cost    Valuation 
Qualifying Investments       6,669,156  6,003,033       89.57   90.08 
Non-qualifying Investments   683,620    567,770         9.18    8.52 
                             7,352,776  6,570,803       98.75   98.60 
Uninvested funds             93,233     93,233          1.25    1.40 
                             7,446,009  6,664,036       100.00  100.00 
Qualifying Investments 
AIM quoted 
Tristel plc                  133,650    582,080         1.79    8.73 
PHSC plc                     182,910    52,500          2.46    0.79 
DCD Media plc                562,800    1,955           7.56    0.03 
K3 Business Technology       90,360     252,747         1.21    3.79 
Group plc 
Touchstar plc                281,400    112,500         3.78    1.69 
Progility plc                624,536    5,437           8.39    0.08 
Lighthouse Group plc         203,513    232,500         2.73    3.49 
Vianet Group plc             40,175     31,200          0.54    0.47 
HML Holdings plc             280,672    396,000         3.77    5.94 
Cyanconnode Holdings plc     376,755    225,536         5.06    3.38 
Marechale Capital plc        133,828    16,562          1.80    0.25 
Lombard Risk Mgt plc         24,120     52,500          0.32    0.79 
M.Winkworth plc              72,360     89,550          0.97    1.34 
Bango plc                    7,563      18,025          0.10    0.27 
Coretx Holdings plc          82,913     38,500          1.11    0.58 
Tax Systems plc              250,020    1,074           3.36    0.02 
TP Group plc                 109,278    56,174          1.47    0.84 
Brady plc                    41,805     54,990          0.56    0.83 
Inspired Energy plc          51,370     245,452         0.69    3.68 
Microsaic Systems plc        114,163    24,417          1.53    0.37 
Venn Life Sciences plc       115,581    81,570          1.55    1.22 
DP Poland plc                20,113     74,704          0.27    1.12 
Modern Water plc             50,253     5,500           0.67    0.08 
Quixant plc                  11,559     87,000          0.16    1.31 
Blur Group plc               4,991      265             0.07    0.00 
Keywords Studios plc         30,907     155,500         0.42    2.33 
Cloudbuy plc                 58,483     3,819           0.79    0.06 
EU Supply plc                15,333     9,450           0.21    0.14 
Plastics Capital plc         30,153     38,700          0.41    0.58 
Sysgroup plc                 99,177     80,581          1.33    1.21 
Brighton Pier Group plc      50,253     35,938          0.67    0.54 
Kalibrate Technologies plc   31,761     23,600          0.43    0.35 
Syqic plc                    19,943     4,960           0.27    0.07 
Martinco plc                 100,503    140,000         1.35    2.10 
Solid State plc              40,134     81,675          0.54    1.23 
Audioboom Group plc          22,615     37,500          0.30    0.56 
Scholium Group plc           50,253     16,500          0.68    0.25 
Security                     Cost       Valuation       %       % 
                             GBP          28/02/2017 - GBP  Cost    Valuation 
Rosslyn Data Technologies    27,037     4,891           0.36    0.07 
plc 
Coral Products plc           118,095    108,333         1.59    1.63 
SRT Marine Systems plc       27,139     54,000          0.36    0.81 
ULS Technology plc           52,261     129,675         0.70    1.95 
Collagen Solutions plc       20,757     16,225          0.28    0.24 
Gfinity plc                  96,021     83,341          1.29    1.25 
Ideagen plc                  28,430     66,554          0.38    1.00 
Premier Technical Services   130,964    248,088         1.76    3.72 
Group plc 
Angle plc                    125,880    105,981         1.69    1.59 
Bilby plc                    156,673    142,448         2.10    2.14 
Hunters Property plc         251,256    325,000         3.37    4.88 
Satellite Solutions          239,452    450,028         3.22    6.75 
Worldwide 
Group plc 
Tekcapital plc               157,671    309,750         2.12    4.65 
Falanx Group Ltd             51,460     22,857          0.69    0.34 
Gear4Music Holdings plc      32,011     150,087         0.43    2.25 
Premaitha Health plc         69,349     40,538          0.93    0.61 
Belvoir Lettings plc         23,320     19,000          0.31    0.29 
Photonstar LED group plc     35,179     8,400           0.47    0.13 
Yu Group plc                 27,893     45,000          0.38    0.68 
Maxcyte Inc                  25,128     82,142          0.34    1.23 
Scancell Holdings plc        54,877     44,965          0.74    0.67 
Medaphor Group plc           75,373     41,661          1.01    0.63 
Imaginatik plc               40,207     24,000          0.54    0.36 
Faron Pharmaceuticals Ltd    30,153     41,400          0.41    0.62 
Cloudcall Group plc          20,230     27,300          0.27    0.41 
Creo Medical Group plc       37,691     44,408          0.51    0.67 
Total AIM quoted             6,370,710  6,003,033       85.57   90.08 
investments 
Unlisted Investments 
Litebulb Ltd                 102,266    0               1.37    0.00 
Invocas Group plc            100,400    0               1.35    0.00 
Optare plc                   50,753     0               0.68    0.00 
Outsourcery plc              45,027     0               0.60    0.00 
Total Unlisted investments   298,446    0               4.00    0.00 
Total Qualifying             6,669,156  6,003,033       89.57   90.08 
Investments 
 
 
Security           Cost              Valuation                %       % 
                   GBP                 28/02/2017 - GBP           Cost    Valuation 
Non-qualifying 
Investments 
AIM 
quoted 
Sanderson          37,008            77,000                   0.50    1.16 
Group 
plc 
Rotala             60,796            85,800                   0.82    1.29 
plc 
Tristel            60                170                      0.00    0.00 
plc 
K3                 131               253                      0.00    0.00 
Business 
Technology 
Group plc 
Bango plc          92                103                      0.00    0.00 
Bango plc          199               103                      0.00    0.00 
China              65,969            2,300                    0.89    0.03 
Food 
Co plc 
Numis              16,570            53,000                   0.22    0.80 
Corp 
plc 
Gable              12,112            750                      0.16    0.01 
Holdings 
Inc 
Lombard            131               87                       0.00    0.00 
Risk 
Mgt plc 
Coretx             218               28                       0.00    0.00 
Holdings 
plc 
Brady plc          106               78                       0.00    0.00 
Cyanconnode        131               39                       0.00    0.00 
Holdings 
plc 
Driver             8,992             4,200                    0.12    0.06 
Group 
plc 
TLA                29,118            31,088                   0.39    0.47 
Worldwide 
plc 
Mar City           10,053            4,500                    0.14    0.07 
plc 
Tyratech           10,204            2,900                    0.14    0.04 
Inc 
Audioboom          1,163             250                      0.02    0.00 
Group 
plc 
Be Heard           18,186            18,000                   0.24    0.27 
Group 
plc 
EKF                10,255            9,000                    0.14    0.14 
Diagnostics 
plc 
Gateley            14,627            21,000                   0.20    0.32 
Holdings 
plc 
Yolo               22,367            9,375                    0.30    0.14 
Leisure 
and 
Technology 
plc 
                   318,488           320,024                  4.28    4.80 
Security         Cost       Valuation         %                 % 
                 GBP          28/02/2017 - GBP    Cost              Valuation 
UK Listed 
Investec         202,821    111,562           2.72              1.67 
plc 
Aviva plc        22,268     24,900            0.30              0.37 
HSBC             21,955     22,610            0.29              0.34 
Holdings 
plc 
Imperial         23,763     37,930            0.32              0.57 
Brands 
plc 
Greene           9,964      8,438             0.13              0.13 
King 
plc 
Centrica         10,074     6,810             0.14              0.10 
plc 
Twentyfour       9,852      9,100             0.13              0.14 
Income 
Fund Ltd 
Vodafone         20,590     18,736            0.28              0.28 
Group 
plc 
                 321,287    240,086           4.31              3.60 
Unlisted 
Investments 
Merchant         25,128     5,000             0.34              0.08 
House 
Ltd 
Sorbic           18,717     2,660             0.25              0.04 
International 
plc 
                 43,845     7,660             0.59              0.12 
Total            683,620    567,770           9.18              8.52 
non-qualifying 
investments 
 
 

New Century AIM VCT plc

 

Top Ten Investments

 
Security                     Cost     Valuation       %     % 
                             GBP        28/02/2017 - GBP  Cost  Valuation 
Tristel plc                  133,650  582,080         1.79  8.73 
Satellite Solutions          239,452  450,028         3.22  6.75 
Worldwide 
Group plc 
HML Holdings plc             280,672  396,000         3.77  5.94 
Hunters Property plc         251,256  325,000         3.37  4.88 
Tekcapital plc               157,671  309,750         2.12  4.65 
K3 Business Technology       90,360   252,747         1.21  3.79 
Group plc 
Premier Technical Services   130,964  248,088         1.76  3.72 
Group plc 
Inspired Energy plc          51,370   245,452         0.69  3.68 
Lighthouse Group plc         203,513  232,500         2.73  3.49 
Cyanconnode Holdings plc     376,755  225,536         5.06  3.38 
 
 

The investments tabulated above are expressed as a percentage of the company's investment portfolio including uninvested cash.

 

Directors' Report

 

The directors present their report and the audited financial statements for the year to 28 February 2017.

 

Results and dividend

 
                                 Year to             Year to 
                                 28 February 2017    29 February 2016 
                                 Revenue  Capital    Revenue  Capital 
                                 GBP'000    GBP'000      GBP'000    GBP'000 
Return on ordinary activities    47       1,101      51       407 
after taxation 
Appropriated as follows: 
Interim dividend paid 
Revenue - nil p                  -        -          -        - 
Capital - nil p                  -        -          -        - 
Final dividend paid in respect 
of prior period 
Revenue - 0.525p (0.10p)         (47)     -          (17)     - 
per share 
Capital - 2.675pp (2.92p)        -        (233)      -        (280) 
per share 
Transfers to/(from) reserves     -        868        34       127 
 
 

The directors propose a final revenue dividend of 0.55p per share and a final capital dividend of 2.75p per share for the year ended 28 February 2017 to be paid on 8 September 2017 to shareholders on the register at 11 August 2017.

 

Directors

 

The directors of the company who served throughout the year and their interests in the issued ordinary shares of 10p of the company are as follows:

 
                      Year ended            Year ended 
                      28 February 2017      29 February 2016 
Michael Barnard       1,805,752             2,176,380 
Geoffrey Gamble       61,732                74,196 
Peter William Riley   28,023                31,136 
Ian Cameron-Mowat     51,225                105,057 
 
 

All of the directors' share interests shown above are held beneficially.

 

Brief biographical notes on the directors are given on page 3. The director, retiring in accordance with the company's Articles of Association, is Mr Gamble, who being eligible will offer himself for re-election at the forthcoming annual general meeting. The directors believe his experience in small companies is a great benefit to the Board and recommend his re-election.

 

None of the directors has a contract of service with the company and, except as mentioned below under the heading "Management", there were no contracts that subsisted during the year in which a director was materially interested and which was significant in relation to the company's business.

 

Management

 

M D Barnard & Co. Limited has acted as investment manager to the company since inception. The principal terms of the Investment Management Agreement are set out in Note 6 to the Financial Statements.

 

VCT status monitoring

 

The company has engaged UHY Hacker Young LLP to advise it on compliance with the VCT legislation. UHY Hacker Young LLP reviews the company's investment portfolio to monitor ongoing VCT compliance. UHY Hacker Young LLP works closely with the investment manager, but reports directly to the Board of the company.

 

Substantial shareholdings

 

As at 28 February 2017 the company had been notified of the following shareholdings representing 3 per cent or more of the company's issued share capital during the year under review or at the date of this report:

 
                    Number        Percentage 
                                  of share capital 
Michael Barnard     1,805,752     22.97% 
Geoffrey Williams   391,570       4.98% 
Nigel Shanks        325,402       4.14% 
David Trotman       324,000       4.12% 
John Brice          290,988       3.70% 
 
 

Acquisition of own shares

 

During the year the company re-purchased 873,437 ordinary shares in accordance with the special resolution passed at the Annual General Meeting on allowing the Directors to acquire up to 14.99% of the ordinary shares of the company.

 

Structure of the company's capital

 

The company only has one class of ordinary share and each share has attached to them full voting rights, dividends and capital distribution rights (including on a winding up) and do not confer any rights of redemption.

 

Appointment of Directors

 

The Directors are subject to re-election with one third of the Directors being re-elected annually at the AGM.

 

Creditor payment policy

 

The company's payment policy is to agree terms of payment before business is transacted and to settle accounts in accordance with those terms. The company's principal expenses such as investment management fees and administration fees are paid quarterly in arrears in accordance with the respective agreements. Accordingly the company had no material trade creditors at the year end.

 

Post balance sheet events

 

Details of the post balance sheet events are set out in note 27.

 

Annual general meeting

 

Notice of the annual general meeting is set out on page 39.

 

Auditors

 

In accordance with Section 485 of the Companies Act 2006, a resolution proposing that UHY Hacker Young LLP be reappointed as auditors of the company and that the Directors be authorised to determine their remuneration will be put to the next Annual General Meeting.

 

Statement of disclosure to auditors

 

So far as the directors are aware:

 

1. there is no relevant audit information of which the Company's auditors are unaware; and

 

2. the directors have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information.

 

By Order of the Board

 

Michael BarnardDirector

 

28th June 2017

 

Directors' Remuneration Report

 

The Board has prepared this report in accordance with the requirements of the Companies Act 2006. A resolution to approve this report will be put to the members at the Annual General Meeting to be held on 24 August 2017.

 

Directors' remuneration policy

 

The company does not have any executive directors and, as permitted under the Listing Rules, has not, therefore, established a remuneration committee. Directors, with the exception of the chairman, do not receive any remuneration or fees.

 

The directors shall be paid by the company all travel, hotel and other expenses they may incur in attending meetings of the directors or general meetings or otherwise in connection with the discharge of their duties. Any director who, by request of the directors, performs special services may be paid such extra remuneration as the directors may determine.

 

Directors' remuneration (audited)

 

None of the Directors received any remuneration from the company during the year under review, with the exception of the chairman, who received a fee of GBP1,250.

 

No other emoluments or pension contributions were paid by the company to, or on behalf of, any director. None of the directors has a service contract with the company.

 

Performance

 

The directors consider that the most appropriate measure of the company's performance is its Cumulative Value of Shareholder Investment (net asset value plus cumulative dividends). The company's Cumulative Value of Shareholder Investment at 29 February 2016 and 28 February 2017 are set out in the Financial Summary on page 1.

 

Total shareholder return

 

[ Graph omitted ]

 

The above graph shows the company's total shareholder return compared to that of the FTSE AIM All Index total return for the period since listing on the London Stock Exchange.

 

By Order of the Board

 

Michael BarnardDirector

 

28th June 2017

 

Corporate Governance

 

The directors support the relevant principles of the UK Corporate Governance Code issued in April 2016 by the Financial Reporting Council, being the principles of good governance and the code of best practice as set out in the Main Principles of the Code annexed to the Listing Rules of the Financial Conduct Authority.

 

The UK Corporate Governance Code ('the UK Code') is available at the following location:

 

www.frc.org.uk/corporate/ukcgcode.cfm

 

Going concern

 

Bearing in mind that the assets of the company consist mainly of marketable securities, the directors are of the opinion that at the time of approving the financial statements, the company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements.

 

The Board

 

The company is led and controlled by a Board of directors who are all non-executives. The Chairman is Geoffrey Gamble. Biographical details of all Board members are shown on page 3.

 

One third of the Directors are subject to re-election at each AGM by rotation.

 

During the year the following were held:

 
3 full board meetings                 2 Audit Committee meetings 
All directors attended all meetings   All members attended 
with the exception of Mr              with the exception 
Cameron-Mowat on 1 occasion and       of Mr Cameron-Mowat 
Mr Riley on 3 occasions.              on 1  occasion. 
 
 

Whilst only Mr Gamble had been a director of a quoted company, all directors had relevant experience with quoted companies prior to their appointment and it was therefore not thought necessary to provide further training in respect of their obligations and duties.

 

The Board has also established procedures whereby directors wishing to do so in the furtherance of their duties may take independent professional advice at the company's expense.

 

All directors have access to the advice and services of the Company Secretary. The Company Secretary provides the Board with full information on the company's assets and liabilities and other relevant information requested by the Chairman, in advance of each Board meeting.

 

The Board believes that it presents a balanced and understandable assessment of the company's position and prospects. The Audit Committee meets at least once a year. Under the chairmanship of a non-executive director, its membership comprises all the non-executive directors with the exception of the representative of the investment manager. During the year the Audit Committee was chaired by Mr Gamble. The Audit Committee reviews the financial statements and is reported to by the external auditors. The Audit Committee did not identify or consider any significant issues relating to the financial statements as substantially all the investments are valued by reference to publicly quoted prices. Further, the Audit Committee keeps under review the cost effectiveness, independence and objectivity of the auditors. A formal statement of independence is received from the external auditors each year.The terms of reference of the Audit Committee are available for inspection at the company's registered office.

 

During the year Messrs UHY Hacker Young LLP continued to act as auditors, and as part of their audit process reviewed the internal financial controls including those of the investment manager necessary for the expression of their audit opinion.

 

The investment manager is authorised and regulated by the Financial Conduct Authority and the directors have an opportunity to review their own auditors' review of their financial controls.

 

Relations with shareholders

 

The Chairman is the company's principal spokesman with investors, fund managers, the press and other interested parties.

 

Shareholders will have the opportunity to meet the Board at the AGM. The Board is also happy to respond to any written queries made by shareholders during the course of the year, or to meet with major shareholders if so requested.

 

In addition to the formal business of the AGM, representatives of the management team and the Board are available to answer any shareholder queries.

 

Separate resolutions are proposed at the AGM on each substantially separate issue. The Registrars collate proxy votes and the results (together with the proxy forms) are forwarded to the Company Secretary immediately prior to the AGM. In order to comply with the UK Code, proxy votes will be announced at the AGM, following each vote on a show of hands, except in the event of a poll being called. The notice of the next AGM and proxy form can be found at the end of these financial statements.

 

Financial Reporting

 

The directors' statement of responsibilities for preparing the financial statements is set out on page 20, and a statement by the auditors about their reporting responsibilities is set out in the Auditor's Report on page 22.

 

Internal control

 

The directors are responsible for the company's system of internal control. Although no system of internal control can provide absolute assurance against material misstatement or loss, the company's systems are designed to provide the directors with reasonable assurance that problems are identified on a timely basis and dealt with appropriately.

 

The directors have conducted a review of the effectiveness of the system of internal control for the year covered by the financial statements. This accords with the FRC's guidance on Risk Management, internal control and related Financial and Business reporting.

 

Although the Board is ultimately responsible for safeguarding the assets of the company, the Board has delegated, through written agreements, the day-to-day operation of the company to M D Barnard & Co. Limited.

 

Compliance statement

 

The Listing Rules require the Board to report on compliance with the fifty-four UK Code provisions throughout the accounting year. The Comply or Explain Section of the UK Code does however acknowledge that some provisions may have less relevance for investment companies. With the exception of the limited items outlined below, the company has complied throughout the accounting year to 28 February 2017 with the provisions set out in Sections A to E of the UK Code.

 

1. The Board has not appointed a nominations committee as they consider the Board to be small and it comprises wholly non-executive directors. Appointments of new directors are dealt with by the full Board.

 

2. 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.

 

3. 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.

 

4. The company has three independent directors, as defined by the UK Code issued in April 2016. The Board consider that Messrs. Gamble, Riley and Cameron-Mowat are independent in character and judgement and there are no relationships or circumstances which are likely to affect, or could appear to affect the directors' judgement. The Board considers that all directors have sufficient experience to be able to exercise proper judgement within the meaning of the UK Code.

 

5. The company does not have a chief executive officer or senior independent director. The Board does not consider this to be necessary for the size of the company.

 

6. The company does not conduct 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.

 

7. The Audit Committee is chaired by Geoffrey Gamble, Chairman of the Board of directors, whom the Board regard as independent despite recommendations to the contrary in the Governance Code due to his being Chairman of the Board of directors.

 

8. The non-executive directors do not have service contracts, whereas the recommendation is for fixed term renewable contracts.

 

9. The company has no major shareholders so shareholders are not given the opportunity to meet any new non-executive directors at a specific meeting other than the AGM.

 

Statement of directors' responsibilities

 

United Kingdom company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company as at the end of the financial year and of the revenue of the company for that year. In preparing those financial statements, the directors are required to:

 
 
    -- select suitable accounting policies and apply them consistently; 
 
    -- make judgements and estimates that are reasonable and prudent; 
 
    -- state whether applicable accounting standards have been followed; 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 ensuring that proper accounting records are kept, which disclose with reasonable accuracy at any time the financial position of the company, enabling them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for the company's system of internal control, for safeguarding the assets of the company and for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Responsibility statement

 

The directors confirm that to the best of their knowledge:

 

1. the financial statements, prepared in accordance with United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), give a true and fair view of the assets, liabilities, financial position and profit or loss of the company; and

 

2. the Directors' report includes a fair review of the development and performance and position of the company, together with a description of the principal risks and uncertainties that it faces.

 

Independent Auditor's Report to the members ofNew Century AIM VCT plc

 

Opinion on financial statements

 

In our opinion the financial statements:

 
 
    -- give a true and fair view of the state of the company's affairs as at 

28 February 2017 and of the company's return for the year then ended;

 
    -- have been properly prepared in accordance with United Kingdom 

Generally Accepted Accounting Practice; and

 
    -- have been prepared in accordance with the requirements of the 

Companies Act 2006.

 

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

We have audited the financial statements of New Century AIM VCT plc for the year ended 28 February 2017 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity, the Cash Flow Statement and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

 

Our assessment of risks of material misstatements

 

We identified the following risks that we believe have had the greatest impact on our audit strategy and scope:

 
 
    -- The carrying value of the investments and the recognition of realised 

and unrealised gains and losses. The investment portfolio and

associated realised and unrealised gains and losses are the key driver

to the financial performance of the company and have the greatest

impact on both the statement of comprehensive income and balance sheet.

 
    -- Compliance with the VCT rules is necessary to maintain the VCT status 

and associated tax benefits.

 
    -- Management override of controls is considered to be a significant risk 

for all audit engagements as required by auditing standards.

 
    -- Auditing standards require that revenue recognition is considered a 

significant risk other than in exceptional circumstances.

 
    -- Accounting for the buyback of shares completed during the year. 
 

Our application of materiality

 

We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements on our audit and on the financial statements. We define financial statement materiality as the magnitude by which misstatements, including omissions, could influence the economic decisions taken on the basis of the financial statements by reasonable users.

 

We also determine a level of performance materiality which we use to determine the extent of testing needed to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality for the financial statements as a whole.

 

We determined materiality for the financial statements as a whole to be GBP100,000. In determining this we based our assessment on an average of three key indicators, being the result before tax, the net assets and gross assets of the company. On the basis of our risk assessment, together with our assessment of the company's control environment, our judgement is that performance materiality for the financial statements should be 75% of materiality, being GBP75,000.

 

An overview of the scope of our audit

 

The approach we took to the assessed risks described above was as follows:

 
 
    -- We tested the value of the year-end investments by reference to market 

price information at the year end. The purchase and sale of

investments were agreed to contract notes and cash movements on a

sample basis. The realised gains and losses on the sale of investments

were re-calculated for both the individual transactions on a sample

basis and for the total portfolio.The movement in

unrealised gains was checked for arithmetical accuracy and validated

by reviewing the opening costs to prior year balances and purchases on

a sample basis.The portfolio is maintained by the

investment advisor in accordance with the investment management

agreement. We agreed the investment portfolio to a signed confirmation

provided by the investment advisor detailing each investment, the cost

and market price.

 
 
    -- Our work in respect of the compliance with the VCT rules involved 

testing the eight conditions for maintaining approval as a VCT as set

out by HMRC. Each of the conditions was tested in turn in order to

assess whether it had been met as at the year end.

 
    -- We have reviewed the transactions in the year for unusual items 

outside the ordinary course of business and agreed journals raised as

relevant to the company's business.

 
    -- We tested the investments held in the year on a sample basis and 

agreed the dividends issued from the investments to revenue recognised

in the year.

 
    -- We agreed the number of shares bought back to supporting documentation 

and Company House submissions, agreeing both the number and price at

which the shares were bought back. Additionally we agreed the

accounting treatment associated with the share buyback.

 

Scope of the audit of the financial statements

 

A description of the scope of an audit of financial statements is provided on the FRC's web-site at www.frc.org.uk/auditscopeukprivate.

 

Respective responsibilities of directors and auditors

 

As explained more fully in the Statement of Directors' Responsibilities set out on page 20, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with Auditing Practices Board's (APB's) Ethical Standards for Auditors.

 

Opinion on other matters prescribed by the Companies Act 2006

 

In our opinion:

 
 
    -- the part of the Directors' Remuneration Report to be audited has been 

properly prepared in accordance with the Companies Act 2006; and

 
    -- the information given in the Strategic Report and the Directors' 

Report for the financial year for which the financial statements are

prepared is consistent with the financial statements.

 

Matters on which we are required to report by exception

 

We have nothing to report in respect of the following:

 

Under the International Standards on Auditing (UK and Ireland), we are required to report to you if, in our opinion, information in the financial statements is:

 
 
    -- materially inconsistent with the information in the audited financial 

statements; or

 
    -- apparently materially incorrect based on, or materially inconsistent 

with, our knowledge of the company acquired in the course of

performing our audit; or

 
    -- is otherwise misleading. 
 

Matters on which we are required to report by exception (continued)

 

In particular, we are required to consider whether we have identified any inconsistencies between our knowledge acquired during the audit and the directors' statement that they consider the annual report fair, balanced and understandable and whether the annual report appropriately discloses those matters that we communicated to the Audit Committee which we consider should have been disclosed.

 

Under the Companies Act 2006 we are required to report to you if, in our opinion:

 
 
    -- adequate accounting records have not been kept, or returns adequate 

for our audit have not been received from branches not visited by us;

or

 
    -- the financial statements are not in agreement with the accounting 

records and returns; or

 
    -- certain disclosures of directors' remuneration specified by law are 

not made; or

 
    -- we have not received all the information and explanations we require 

for our audit.

 

Under the Listing Rules we are required to review:

 
 
    -- the directors' statement, set out on page 18, in relation to going 

concern; and

 
    -- the part of the Corporate Governance Statement relating to the 

company's compliance with the nine provisions of the UK Corporate

Governance Code specified for our review; and

 
    -- certain elements of the report to the shareholders by the Board on 

directors' remuneration.

 

Colin Jones (Senior statutory auditor)for and on behalf of UHY Hacker Young

 

Chartered AccountantsStatutory Auditors

 

Quadrant House4 Thomas More SquareLondon, E1W 1YW

 

29 June 2017

 

Statement of Comprehensive Income (incorporating the revenue account) for the year to 28 February 2017

 
                         Year ended                               Year ended 
                         28 February 2017                         29 February 2016 
                  Notes  Revenue   Capital     Total              Revenue       Capital     Total 
                         GBP'000     GBP'000       GBP'000              GBP'000         GBP'000       GBP'000 
Gains 
on investments 
- realised               -         514         514                -             282         282 
- unrealised             -         639         639                -             182         182 
Income            5      118       -           118                118           -           118 
Investment        6      (17)      (52)        (69)               (19)          (57)        (76) 
management 
fee 
Other expenses    7      (54)      -           (54)               (48)          -           (48) 
                         ________  ________    ________           ________      ________    ________ 
Return on                47        1,101       1,148              51            407         458 
ordinary 
activities 
before taxation 
                         -         -           -                  -             -           - 
Tax credit/       9 
(charge) 
on 
ordinary 
activities 
                         ________  ________    ________           ________      ________    ________ 
Return on                47        1,101       1,148              51            407         458 
ordinary 
activities 
after taxation 
Return per        11     0.55      12.64       13.19    0.54          4.35        4.89 
ordinary 
share (pence) 
 
 

The notes on pages 28 to 37 form an integral part of these financial statements.

 

All revenue and capital items in the above statement are from continuing operations in the current year. No operations were acquired or discontinued in the current year. Other than as shown above, the company had no recognised gains or losses. Accordingly, the above represents the total comprehensive income for the year.

 

Balance Sheet at 28 February 2017

 
                                Year ended          Year ended 
                                28 February 2017    29 February 2016 
                          Note  GBP'000               GBP'000 
Fixed assets 
Investments               12      6,571               5,971 
Current assets 
Debtors                   15      93                  443 
Current liabilities 
Creditors: amounts        16      (31)                (27) 
falling 
due within one year 
                                  6,633               6,387 
Capital and reserves 
Called up share capital   17      786                 863 
Share premium             20      682                 612 
Capital reserve           20      356                 1,140 
- realised 
Capital reserve           20      3,368               1,483 
- unrealised 
Capital Redemption        20      400                 313 
Reserve Fund 
Revenue reserve           20      1,041               1,976 
Total                             6,633               6,387 
equity shareholders' 
funds 
Net asset value per       18      84p                 74p 
ordinary share 
 
 

The financial statements on pages 24 to 37 were approved by the Board of directors on 28th June 2017 and were signed on its behalf by:

 

Michael BarnardDirector

 

The notes on pages 28 to 37 form an integral part of these financial statements.

 

Company's registered number: 05352611

 

Statement of Changes in Equity

 

at 28 February 2017

 
               Share    Share    Capital     Capital   Capital     Revenue  Total 
               capital  premium  redemption  realised  unrealised  reserve 
                        account  reserve 
               GBP'000    GBP'000    GBP'000       GBP'000     GBP'000       GBP'000    GBP'000 
As at 1        950      549      217         193       2,023       2,970    6,902 
March 
2015 
Cancellation   (96)     -        96          -         -           (748)    (748) 
of 
shares 
Realised       -        -        -           282       -           -        282 
gains 
on 
disposals 
Share          9        63       -           -         -           -        72 
issue 
Transfer       -        -        -           722       (722)       -        - 
of 
unrealised 
gain 
to 
realised 
on 
disposal 
of 
investment 
Net            -        -        -           -         -           51       51 
revenue 
before 
tax 
Capital        -        -        -           (57)      -           -        (57) 
element 
of 
investment 
management 
fee 
Dividends      -        -        -           -         -           (297)    (297) 
paid 
Unrealised     -        -        -           -         182         -        182 
gains 
At             863      612      313         1,140     1,483       1,976    6,387 
29 
February 
2016 
 
 
               Share    Share    Capital     Capital   Capital     Revenue  Total 
               capital  premium  redemption  realised  unrealised  reserve 
                        account  reserve 
               GBP'000    GBP'000    GBP'000       GBP'000     GBP'000       GBP'000    GBP'000 
As at 1        863      612      313         1,140     1,483       1,976    6,387 
March 
2016 
Cancellation   (87)     -        87          -         -           (702)    (702) 
of 
shares 
Realised       -        -        -           514       -           -        514 
gains 
on 
disposals 
Share          10       70       -           -         -           -        80 
issue 
Transfer       -        -        -           (1,246)   1,246       -        - 
of 
unrealised 
loss 
to 
realised 
on 
disposal 
of 
investment 
Net            -        -        -           -         -           47       47 
revenue 
before 
tax 
Capital        -        -        -           (52)      -           -        (52) 
element 
of 
investment 
management 
fee 
Dividends      -        -        -           -         -           (280)    (280) 
paid 
Unrealised     -        -        -           -         639         -        639 
gains 
At             786      682      400         356       3,368       1,041    6,633 
28 
February 
2017 
 
 

Cash Flow Statement

 

at 28 February 2017

 
                            Note  Year ended          Year ended 
                                  28 February 2017    29 February 2016 
                                  GBP'000               GBP'000 
Cash flow from operating 
activities 
Cash generated from         21      (119)               (125) 
operations 
Net cash generated from             (119)               (125) 
operating activities 
Cash flows from investing 
activities 
Interest received                   -                   7 
Investment income                   118                 111 
Net cash from investing             118                 118 
activities 
Cash flows from financing 
activities 
Sale of investments                 1,140               2,496 
Purchase of investments             (587)               (1,734) 
Share issue                         80                  72 
Dividends paid                      (280)               (297) 
Share cancellation                  (702)               (748) 
Net cash used                       (349)               (211) 
in financing 
activities 
Net decrease in cash                (350)               (218) 
and cash equivalents 
Cash and cash equivalents           443                 661 
at 
the beginning of the year 
Cash and cash equivalents           93                  443 
at the end of year 
 
 

Notes to the Financial Statements

 

for the year to 28 February 2017

 

1.Company information

 

New Century AIM VCT PLC is a UK incorporated company whose registered office is:

 

4th Floor50 Mark LaneLondon EC3R 7QR

 

New Century AIM VCT PLC is a Venture Capital Trust established under the legislation introduced in the Finance Act 1995. The company's principal objective is to achieve long term capital growth through investment in a diversified portfolio of qualifying companies primarily quoted on AIM.

 

2. Basis of preparation

 

The financial statements have been prepared in accordance with applicable United Kingdom law and accounting standards and with the Financial Reporting Council's Financial Reporting Standard FRS 102 and with the Statement of Recommended Practice for Investment Companies re-issued by the Association of Investment Companies in November 2014 and updated in January 2017.

 

Going Concern basis - on the basis that the assets of the company consist mainly of marketable securities, the directors are of the opinion that at the time of approving the accounts, the company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the accounts.

 

The financial statements are presented in Sterling.

 

3. Significant estimates and judgements

 

As the company's investment holdings, which comprise almost 99% of its total assets, are stated at market value based on the closing prices of the London Stock Exchange, the directors do not believe that there is any inherent uncertainty in their presentation of these amounts, and that in their judgement, market value and fair value may be regarded as identical for the purpose of these accounts.

 

4. Accounting policies

 

Investments

 

Listed or AIM traded investments are stated at market value, which is based upon market bid prices at the balance sheet date. In the event that the shares held by the company are subject to certain restrictions, or the holding is significant in relation to the traded issued share capital of the investee company then the directors may apply a discount to the relevant market price.

 

Investments in unquoted companies are valued by the directors in accordance with British Venture Capital Association ("BVCA") guidelines.

 

Realised surpluses or deficits on the disposal of investments and permanent impairments in the value of investments are taken to realised capital reserves. Unrealised surpluses and deficits on the revaluation of investments are taken to unrealised capital reserves. Costs incurred relating to acquisitions and disposals are charged to capital reserves as a deduction from proceeds or an addition to costs.

 

4.Accounting policies (continued)

 

Investments (continued)

 

It is not the company's policy to exercise controlling or significant influence over investee companies, although it may hold a significant interest in some companies. Accordingly, the results of these companies are not incorporated into the revenue account except to the extent of any income earned or received.

 

Income

 

Dividend income receivable from quoted securities is recognised on the ex-dividend date. Income from unquoted equity and non-equity securities is recognised on an accruals basis except that a full provision is made until the receipt of the income is certain.

 

Interest from cash and deposits and fixed returns on debt securities are recognised on an accruals basis.

 

Expenses

 

All expenses are accounted for on an accruals basis. One quarter of the investment management fee is charged to the revenue account and the remaining three quarters is charged to capital reserves, net of corporation tax relief, and inclusive of any irrecoverable value added tax. The allocation of the management fee reflects the directors' estimate of the source of the long-term returns in the portfolio from revenue and capital.

 

Taxation

 

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

 

5.Income

 
                                   Year ended     Year ended 
                                   28 February    29 February 
                                   2017           2016 
                                   GBP'000          GBP'000 
Interest receivable 
- bank deposits and liquid funds     -              7 
Dividends receivable                 118            111 
Investment income                    118            118 
 
 

6.Investment management fees

 
                             Year ended        Year ended 
                             28 February       29 February 
                             2017              2016 
                             Revenue  Capital  Revenue  Capital 
                             GBP'000    GBP'000    GBP'000    GBP'000 
Investment management fees   17       52       19       57 
 
 

M D Barnard & Co. Limited ("MDB") provides investment management services to the company in respect of the company's portfolio of venture capital investments under an investment management agreement dated 10 March 2005. Michael Barnard who is a non-executive director of the company is managing director and proprietor of MDB.

 

Under the terms of the investment management agreement, MDB is entitled to a fee (exclusive of VAT) equal to 1% per annum of the net assets of the company. The fee is calculated quarterly in arrears based on the net assets at 28 February, 31 May, 31 August and 30 November. No performance fee is payable.

 

The investment management agreement is for a minimum period of three years from 24 March 2005 terminable by either party at any time thereafter by one year's prior written notice.

 

7.Other expenses

 
                                          Year ended     Year ended 
                                          28 February    29 February 
                                          2017           2016GBP'000 
                                          GBP'000 
Administrative and secretarial services     24             11 
Auditor's remuneration 
-                                           11             10 
for audit services 
- for tax services                          -              2 
Regulatory fees                             12             19 
Miscellaneous                               7              6 
                                            54             48 
 
 

8.Directors' remuneration

 

The chairman received GBP1,250 remuneration in the year. No other remuneration has been paid or is payable for the year to 28 February 2017 or in respect of the prior year.

 

9.Tax charge/(credit) on ordinary activities

 
                                    Year ended        Year ended 
                                    28 February       29 February 
                                    2017              2016 
                                    Revenue  Capital  Revenue  Capital 
                                    GBP'000    GBP'000    GBP'000    GBP'000 
United Kingdom tax based on the     -        -        -        - 
taxable return for the year 
Factors affecting tax 
charge/(credit) 
for the year 
Return on ordinary activities       47       1,101    51       407 
before taxation 
Tax on above at the small company   9        220      10       81 
rate of 20% (2016: 20%) 
UK dividends not subject            (24)     -        (22)     - 
to corporation tax 
Capital loss on investment          -        (231)    -        (101) 
Non allowable expenses              1        -        1        - 
Unutilised losses                   14       11       11       20 
Current tax charge/(credit)         -        -        -        - 
for the year 
 
 

The company has unrelieved losses amounting to approximately GBP272,000 (2016: GBP260,000) which are available to carry forward for tax purposes which it can set off against future profits. No deferred tax asset has been recognised in respect of these losses in view of the company's history of losses.

 

10.Dividends

 
                        Year ended          Year ended 
                        28 February 2017    29 February 2016GBP'000 
                        GBP'000 
Interim dividend paid     -                   - 
Final dividend paid       280                 297 
in respect 
of previous year 
                          280                 297 
 
 

The directors propose a final revenue dividend of 0.55p per share and a final capital dividend of 2.75p per share for the year ended 28 February 2017 to be paid on 8 September 2017 to shareholders on the register at 11 August 2017.

 

11.Return per ordinary share

 

The revenue return, per ordinary share, is based on the net revenue on ordinary activities after taxation of GBP47,487 (2016: GBP50,806) and on 8,699,558 (2016: 9,376,947) ordinary shares, being the weighted average number of ordinary shares in issue during the year.

 

The capital return per ordinary share is based on a net realised and unrealised capital return of GBP1,099,958 (2016: GBP407,621) and on 8,699,558 (2016: 9,376,947) ordinary shares, being the weighted average number of ordinary shares in issue during the year.

 

12.Fixed asset investments

 
            Year ended          Year ended 
            28 February 2017    29 February 2016GBP'000 
            GBP'000 
UK Listed     240                 290 
AIM           6,323               5,670 
Unlisted      8                   11 
              6,571               5,971 
 
 

Movements in investments, including realised and unrealised gains and losses, during the year are summarised as follows:

 
                                     Year ended 29 February 2016 
                           Unlisted  UK listed  AIM      NEX Mkts  Total 
                           GBP'000     GBP'000      GBP'000    GBP'000     GBP'000 
Valuation at               54        346        5,869    -         6,269 
1 March 2015 
Purchases at cost          -         89         1,645    -         1,734 
Sales proceeds             -         (149)      (2,347)  -         (2,496) 
Realised gains/(losses)    -         8          274      -         282 
Unrealised                 (43)      (4)        229      -         182 
gains/(losses) 
Valuation at 29            11        290        5,670    -         5,971 
February 2016 
Cost at 1 March 2015       76        410        7,910    -         8,396 
Purchases                  -         89         1,645    -         1,734 
Sales proceeds             -         (149)      (2,348)  -         (2,497) 
Realised gains/(losses)    -         25         980      -         1,005 
Cost at 29 February 2016   76        375        8,187    -         8,638 
 
 

12.Fixed asset investments (continued)

 
                                     Year ended 28 February 2017 
                           Unlisted  UK listed  AIM      NEX Mkts  Total 
                           GBP'000     GBP'000      GBP'000    GBP'000     GBP'000 
Valuation at               11        290        5,670    -         5,971 
1 March 2016 
Purchases at cost          -         -          587      -         587 
Transfers                  18        -          (18)     -         - 
Sales proceeds             (2)       (64)       (1,074)  -         (1,140) 
Realised gains/(losses)    (5)       -          519      -         514 
Unrealised                 (14)      14         639      -         639 
gains/(losses) 
Valuation at 28            8         240        6,323    -         6,571 
February 2017 
Cost at 1 March 2016       76        375        8,187    -         8,638 
Purchases                  -         -          587      -         587 
Transfers                  317       -          (317)    -         - 
Sales proceeds             (2)       (64)       (1,074)  -         (1,140) 
Realised gains/(losses)    (48)      10         (694)    -         (732) 
Cost at 28 February 2017   343       321        6,689    -         7,353 
 
 

The overall gain on investments for the years shown are in the Income Statement is analysed as follows:

 
                                      Year ended     Year ended 
                                      28 February    29 February 
                                      2017           2016GBP'000 
                                      GBP'000 
Net realised gain on disposal           514            282 
Increase in unrealised appreciation     639            182 
                                        1,153          464 
 
 

13.Venture capital investments

 

A full list of investments held is disclosed under Investment Portfolio.

 

14.Significant interests

 

The company did not hold more than 10% of the allotted equity share capital of any class of any investee company.

 

15.Debtors

 
                                Year ended     Year ended 
                                28 February    29 February 
                                2017           2016GBP'000 
                                GBP'000 
Uninvested funds with broker: 
M D Barnard & Co. Limited         93             443 
 
 

16.Creditors: amounts falling due within one year

 
                               Year ended     Year ended 
                               28 February    29 February 
                               2017           2016GBP'000 
                               GBP'000 
Trade creditors and accruals     31             27 
                                 31             27 
 
 

17.Share capital

 
                             Year ended             Year ended 
                             28 February 2017GBP'000  29 February 2016GBP'000 
Authorised 
15,000,000 ordinary           1,500                  1,500 
shares of 10p each 
Allotted, called up 
and fully paid 
7,860,937 (2016: 8,634,374)   786                    863 
ordinary shares of 10p 
 
 

On 31 March 2016 the company issued 100,000 ordinary shares at a price of 80 pence per share.

 

On 17 February 2017 the company completed a share buy-back of 873,437 ordinary shares at a price of 80.42 pence per share. Those ordinary shares that were bought back were cancelled and in accordance with Section 733 of the Companies Act 2006 a capital redemption reserve was established in respect of the nominal value of the ordinary share capital being cancelled.

 

18.Net asset value per share

 

Net asset value per share is based on net assets at 28 February 2017 of GBP6,633,148 (29 February 2016 of GBP6,387,636) and on 7,860,937 ordinary shares (2016: 8,634,374 ordinary shares) in issue at those dates.

 

19.Performance incentive arrangements

 

The Investment Manager is not entitled to any performance incentive arrangements.

 

20.Reserves

 

Called up share capital represents the nominal value of shares that have been issued.

 

Share premium account includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

 

Capital redemption reserve relates to capital repurchased.

 

Capital reserve - realised represents surpluses or deficits on the disposal of investments and permanent impairment in the value of investments.

 

Capital reserve - unrealised represents surpluses and deficits on the revaluation of investments

 

Revenue reserve includes all current and prior period retained profits and losses.

 

21.Notes to the cash flow statement

 
                                             Year ended   Year ended 
                                             28 February  29 February 
                                             2017         2016 
                                             GBP'000        GBP'000 
Operating activity 
Operating return                             1,148        458 
Gain on sale of investments                  (514)        (282) 
Investment income (note 5)                   (118)        (118) 
Unrealised profits on investments            (639)        (182) 
Increase/(Decrease) in creditors (note 16)   4            (1) 
                                             ________     ________ 
                                             (119)        (125) 
 
 

Cash and cash equivalents

 

Cash and cash equivalents comprise GBP93,233 (2016: GBP442,528) of uninvested funds, held in a bank account with the investment manager.

 

22.Risk management and financial instruments

 

A statement of the company's principal objectives is given within the Strategic Report on page 6. In order to achieve these objectives the company invests its funds primarily in qualifying holdings in unlisted companies and companies traded on AIM, which by their nature may entail a higher degree of risk than investments in large listed companies. The company has not entered into any derivative transactions, and does not expect to do so in the foreseeable future. As a Venture Capital Trust, the company invests in securities for the long term, and it is the company's policy that no trading in investments or other financial instruments shall be undertaken.

 

Market price risk

 

The main risks arising from the company's investing activities are market price risk, representing the uncertain realisable values of the company's investments. The directors aim to limit the risk attaching to the portfolio as a whole by careful selection of investments and by maintaining a wide spread of investments in terms of financing stage, industry sector and geographical location.

 

The assets of the company are held for the most part as listed investments which carry market risk in the form of a single risk variable - market price movement. The directors do not consider that a risk analysis of that single risk variable will produce any useful information beyond the obvious that downward movement in share prices will result in a downward movement in the share values and vice versa. For this reason, the directors do not consider it appropriate to prepare a sensitivity analysis to market price movement.

 

Interest rate risk

 

The company finances its activities through retained profits including realisable capital profits, and through the issue of equity shares. It has not entered into any borrowings. The company's investment portfolio includes investments in interest bearing securities in investee companies and in other fixed interest securities. Details of interest bearing assets are given below under financial assets.

 

22.Risk management and financial instruments (continued)

 

Liquidity risk

 

There is liquidity risk associated with unquoted investments, which are not readily realisable.

 

Credit risk

 

Credit risk is the risk of a borrower defaulting on either an interest payment or the capital sum of a loan. The exposure is limited to uninvested funds held with the investment manager and the fixed interest loan notes.

 

Currency risk

 

The company's assets and liabilities are denominated in sterling.

 

Capital

 

The company's capital is provided in its entirety by its shareholders in the form of ordinary shares.

 

The company's purpose and objective is the investment of its capital funds in listed investments, primarily those quoted on the Alternative Investment Market with a view to securing capital appreciation over the long term.

 

There were no externally imposed capital requirements with which the company had to comply during the year to 28 February 2017.

 

Financial assets

 

The interest rate profile of the company's financial assets is set out below:

 
                       Year ended     Year ended 
                       28 February    29 February 
                       2017GBP'000      2016GBP'000 
Floating rate            93             443 
Fixed rate               -              6 
Non-interest bearing     5              5 
                         98             454 
 
 
Fixed rate assets                    Year ended     Year ended 
                                     28 February    29 February 
                                     2017           2016 
Weighted average interest rate         -              10% 
Weighted average years to maturity     -              1.75 
 
 

Floating rate financial assets comprise cash held on deposit and investments in liquidity funds. The benchmark rate for these investments is the UK bank base rate.

 

Non-interest bearing financial assets comprises equity share and non-equity share investments in investee companies, cash held on non-interest bearing deposit and debtors.

 

22.Risk management and financial instruments (continued)

 

Fair values

 

The investments of the company are valued by the directors in accordance with the guidelines issued by the British Venture Capital Association, and the carrying values are considered to approximate the fair value of the investments. The fair values have also been determined in line with the fair value hierarchy as set out in FRS 102 11.27.

 

23.Financial assets and liabilities

 
                                 Year ended        Year ended 
                                 28 February 2017  29 February 2016 
                                 GBP'000             GBP'000 
Financial assets measured        6,571             5,971 
at fair value 
Financial assets measured        93                443 
at amortised cost 
Financial liabilities measured   (33)              (27) 
at amortised cost 
 
 

24.Related party transactions

 

New Century AIM VCT plc is managed by M D Barnard & Co. Limited. Details of the relationship and transactions with the related party are included in note 6.

 

Key management personnel are considered to be the directors. Details of remuneration to directors are included in note 8.

 

25.Capital commitments

 

There were no investments which were approved at the year-end but which had not completed.

 

26.Control

 

New Century AIM VCT plc is not under the control of any one party or individual.

 

27.Post balance sheet events

 

On 23 June 2017 the directors proposed a dividend in respect of the year ended 28 February 2017 of GBP259,410 representing 3.30p per ordinary share.

 

Shareholder Information

 

for the year to 28 February 2017

 

The Company

 

New Century AIM VCT PLC was incorporated on 4 February 2005 in England & Wales. In March 2005, the company obtained a listing on the London Stock Exchange. A total of GBP8.465 million was raised (before expenses) through an offer for subscription of new ordinary shares at 100p.

 

The Investment Manager

 

New Century AIM VCT PLC is managed by M D Barnard & Co. Limited, an independent fund management company based in Laindon, Essex. M D Barnard & Co. Limited currently manages or advises investment trust, unit trust and venture capital funds totalling approximately GBP40 million including New Century AIM VCT PLC.

 

Venture Capital Trusts

 

Venture Capital Trusts (VCTs) were introduced in the Finance Act 1995 and are intended to provide a means whereby individual investors can invest in small unquoted trading companies in the UK, with incentives in the form of a number of tax benefits. Investors subscribing for new shares in a VCT are currently entitled to claim Income Tax relief of 30% on their investment, irrespective of their marginal rate (up to a maximum of GBP200,000 per tax year). The tax relief cannot exceed the amount which reduces an investor's Income Tax liability to nil. In addition, all dividends paid by VCTs are tax free and disposals of VCT shares are not subject to Capital Gains Tax. Conversely, losses on VCT shares are not allowable to offset against taxable gains.

 

The company has reached the end of its provisionally approved period and now complies with the full requirements for approval. In order to maintain its approval the company must comply with certain requirements on a continuing basis; in particular, within three years from the date of provisional approval at least 70% by value of the company's investments must comprise "qualifying holdings", of which at least 30% by value must be in eligible ordinary shares.

 

As with investment trusts, capital gains accruing to VCTs are not chargeable gains for UK Corporation Tax purposes.

 

Financial calendar

 
Annual General Meeting 2017                                 24 August 2017 
Interim report for six months to 31 August 2017 published   October 2017 
Preliminary announcement of results                         June 2018 
for the year to 28 February 2018 
Annual General Meeting 2018                                 August 2018 
 
 

Share price

 

The mid-market price of shares in New Century AIM VCT PLC is available daily on the London Stock Exchange website (www.londonstockexchange.com).

 
 
 

View source version on businesswire.com: http://www.businesswire.com/news/home/20170630005335/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

June 30, 2017 09:05 ET (13:05 GMT)

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