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PTC Pnc Telecom (see LSE:TRIC)

0.075
0.00 (0.00%)
17 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Pnc Telecom (see LSE:TRIC) LSE:PTC London Ordinary Share GB0006831662 ORD 0.01P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.075 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Final Results and Report and Accounts Posted

30/09/2008 1:20pm

UK Regulatory


    For immediate release

                                                              30 September 2008

                                PNC TELECOM PLC                                

                           ("PNC" or the "Company")                            

                Audited Results for the year ended 31 March 2008                

The Board of PNC announces that it has today posted the Report and Accounts for
the year ended 31 March 2008 to shareholders. A copy of the Report and Accounts
will be available from the Company's website, being www.telecom-plc.co.uk. Set
out below is the full text of the Report and Accounts.

Enquiries:

PNC Telecom PLC:                        Tel: 0207 251 3762                     
Leo Knifton, Chairman                                                          
                                                                               
Nominated Adviser:                      Tel: 0207 628 3396                     
Beaumont Cornish Limited                                                       
Michael Cornish                                                                

                             Chairman's Statement                              

                       for the year ended 31 March 2008                        

Chairman's statement

The Group made a loss of £52,000 in the year ended 31 March 2008 (2007: loss £
664,000).

Your Directors are now focused on the VAT reclaim from HMRC which is entering
its final stages.

Since the year end we have been dealing in electronic gaming consoles with the
majority of turnover being accounted for by sales of Nintendo Wii games
consoles.

In February the Company acquired the entire issued share capital of Specs and
Lenses Limited ("Specs and Lenses"), a newly incorporated company established
to develop an internet and retail consumer offering of optical glasses by
combining a town centre presence with outlet shopping mall locations, "out of
town" superstores and "in town" satellite stores and offering through its
website, www.specsandlenses.co.uk. Specs and Lenses opened its Factory outlet
store in Freeport Braintree and is now looking to open two more to complement
this.

Our investment in SIM 4 Travel is currently valued at £175,000, at the mid
price, as at 26 September 2008.

Your Directors are actively looking for other businesses to add to the group to
bring in further income.

We will keep you informed of any further developments

L.E.V. Knifton
Chairman
30 September 2008

                            Report of the Directors                            

                       for the year ended 31 March 2008                        

The Directors present their annual report and the audited financial statements
for the year ended 31 March 2008.

Principal Activities

The principal activity of the company is the export and import of mobile phones
and other electrical equipment and the sale of specs and lenses.

Business Review and Future Developments

A review of the business and future developments is contained in the Chairman's
Statement.

Key Performance Indicators

The directors consider the key performance indicators of the company to be its
loss for the period of £52,000.

Key Risks and Uncertainties

The key risks and uncertainties that currently facing the Company is the
possibility that the VAT refund may not be received.

Dividend

The Directors resolved that no dividend will be paid for the year ended 31
March 2008.

Directors and their interests

The Directors of the Company, all of whom served throughout the year except
where stated below were:-

J.W. Case

L.E.V. Knifton

Directors' Interests

The interests of the Directors and persons connected with them in the issued
share capital of the Company as notified to the Company were as follows:

Directors                             31 March 2008        31 March 2007       
                                                                               
                                      Ordinary Shares      Ordinary Shares     
                                                                               
                                      0.1p each            0.1p each           
                                                                               
J.W.Case                              13,850,000           13,850,000          
                                                                               
L.E.V. Knifton                        -                    -                   
                                                                               

                                PNC TELECOM PLC                                

                     Report of the Directors (continued*)                      

                       for the year ended 31 March 2008                        

Substantial Interests

The company has been notified of the following persons (other than those
referred to in the paragraph above) who hold interests (as defined in Part VI
of the Act) in 3 per cent or more of the issued ordinary share capital of the
Company at 17 September 2008.

                                                  Number of       Percentage of
                                                                               
                                                0.1p Shares      Ordinary Share
                                                                               
                                                                        Capital
                                                                               
JIM Nominees Limited                            245,596,679               37.6%
                                                                               
Bade Finance Limited                            185,000,000               28.3%
                                                                               
Pershing Nominees Limited                        73,364,237               11.2%
                                                                               
DSL Client Nominees Limited                      19,500,000                3.0%

Save as disclosed above, the Directors are not aware of any other interests
that represent or will represent 3 per cent or more of the issued ordinary
share capital of the Company.

POLICY OF PAYMENT OF CREDITORS

It was the Company's normal practice to agree payments terms with all its
suppliers. Payment was made when it has been confirmed that the goods or
services had been provided in accordance with the agreed contractual terms and
conditions. Creditor days, represented by the aggregate amount of trade
creditors at the year end compared with the aggregate amount invoiced by
suppliers in the year, in 2008 were 37 days (2007 - 18 days)

Corporate Governance

The Company is not required to comply with the code of Best Practice as set out
in Section 1 of the Combined Code appended to the Listing Rules of the
Financial Services Authority as it is listed on AIM. All relevant discussions
being taken by the full board.

Publication of Accounts on Company Website

Financial statements are published on the company's website. The maintenance
and integrity of the website is the responsibility of the directors. The
directors' responsibility also extends to the financial statements contained
therein.

Indemnity of Officers

The Group may purchase and maintain, for any director or officer, insurance
against any liability and the Group does maintain appropriate insurance cover
against legal action brought against its directors and officers.

                                PNC TELECOM PLC                                

                     Report of the Directors (continued*)                      

                       for the year ended 31 March 2008                        

Statement of Directors' Responsibilities

The directors are responsible for preparing 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 (IFRSs) as adopted for use in the European Union. The financial
statements are required by law to give a true and fair view of the state of
affairs of the company and the Group and of the profit or loss of the Group for
that Year. In preparing these financial statements, the directors are required
to:

-  select suitable accounting policies and then apply them consistently;      
                                                                              
-  make judgements and estimates that are reasonable and prudent;             
                                                                              
-  prepare the financial statements on the going concern basis unless it is   
   inappropriate to presume that the company will continue in business.       

- to follow IFRS as adopted by the European Union

The directors are responsible for keeping proper accounting records which
disclose with reasonable accuracy at any time the financial position of the
company and the Group and to enable them to ensure that the financial
statements comply with the Companies Act 1985, and as regards the group
financial statements, article 4 of the IAS regulations. They are also
responsible for safeguarding the assets of the company and the Group and hence
for taking reasonable steps for the prevention and detection of fraud and other
irregularities.

Statement as to Disclosure of Information to Auditors

So far as the directors are aware, there is no relevant audit information (as
defined by Section 234ZA of the Companies Act 1985) of which the Group's
auditors are unaware, and each director has taken all the steps that he ought
to have taken as a director in order to make himself aware of any relevant
audit information and to establish that the Group's auditors are aware of that
information.

Auditors

The auditors, Jeffreys Henry LLP, will be proposed for re-appointment in
accordance with Section 385 of the Companies Act 1985 in the Annual General
Meeting.

ON BEHALF OF THE BOARD:

L.E.V. Knifton

Company Director

30 September 2008

           Report of the Independent Auditors to the Shareholders of           

                                PNC TELECOM PLC                                

We have audited the group and parent company financial statements ("the
financial statements") of PNC Telecom Plc which include the consolidated income
statement, the consolidated and parent company balance sheets, the consolidated
and parent company cashflow statements, consolidated statement of changes in
equity for the year ended 31 March 2008 and the related notes. These financial
statements have been prepared under the accounting policies set out therein.

This report is made solely to the Company's members, as a body, in accordance
with Section 235 of the Companies Act 1985. Our audit work has been undertaken
for no purpose other than to draw to the attention of the Company's members
those matters which we are required to include in an auditor's report addressed
to them. To the fullest extent permitted by law, we do not accept or assume
responsibility to any party other than the Company and Company's members as a
body, for our audit work, for this report, or for the opinions we have formed.

Respective Responsibilities of Directors and Auditors

As described in the Statement of Directors' responsibilities, the group's
directors are responsible for preparing the financial statements in accordance
with applicable law and International Financial Reporting Standards (IFRSs) as
adopted for use in the European Union.

Our responsibility is to audit the financial statements in accordance with
relevant legal and regulatory requirements and International Standards on
Auditing (UK and Ireland).

We report to you our opinion as to whether the financial statements give a true
and fair view and are properly prepared in accordance with the Companies Act
1985 and as regard group financial statements, Article 4 of the ISA Regulation.
We also report to you if, in our opinion, the Directors' report is not
consistent with the financial statements. The information given in the
Directors' report includes that specific information mentioned in the
Chairman's statement that is cross referred from the Review of the Business
sections of the directors' report.

In addition, we report to you if, in our opinion, the company has not kept
proper accounting records, if we have not received all the information and
explanations we require for our audit, or if information specified by law
regarding directors' remuneration and other transactions is not disclosed.

We read the other information contained in the Annual Report and consider
whether it is consistent with the audited financial statements. The other
information comprises only the Directors' Report, the Chairman's Statement. We
consider the implications for our report if we become aware of any apparent
misstatements or material inconsistencies with the financial statements. Our
responsibilities do not extend to any other information.

Basis of Audit Opinion

We conducted our audit in accordance with International Standards on Auditing
(UK and Ireland) issued by the Auditing Practices Board. An audit includes
examination, on a test basis, of evidence relevant to the amounts and
disclosures in the financial statements. It also includes an assessment of the
significant estimates and judgements made by the Directors in the preparation
of the financial statements, and of whether the accounting policies are
appropriate to the Company's circumstances, consistently applied and adequately
disclosed.

We planned and performed our audit so as to obtain all the information and
explanations which we considered necessary in order to provide us with
sufficient evidence to give reasonable assurance that the financial statements
are free from material misstatement, whether caused by fraud or other
irregularity or error. In forming our opinion we also evaluated the overall
adequacy of the presentation of information in the financial statements.

           Report of the Independent Auditors to the Shareholders of           

                          PNC TELECOM PLC(continued)                           

Emphasis of matter - going concern

In forming our opinion, which is not qualified, we have considered the adequacy
of the disclosure made in the accounting policies on page 22 of the financial
statements concerning the company's ability to continue as a going concern. The
Company incurred a net loss of £52,000 for the year ended 31 March 2008 and, at
that date, the company's net current assets included a VAT balance recoverable
of £1,302,000. These conditions indicate the existence of a material
uncertainty which may cast significant doubt about the company's ability to
continue as a going concern. The financial statements do not include the
adjustments that would result if the company was unable to continue as a going
concern.

Opinion

In our opinion:

- the Group financial statements give a true and fair view, in accordance with
International Financial Reporting Standards (IFRS's) as adopted for use in the
European Union, of the state of affairs of the Group as at 31 March 2008 and of
its loss and cash flows of the Group for the year then ended;

- the parent company financial statements give a true and fair view, in
accordance with IFRS's as adopted by the European Union as applied in
accordance with provisions of the Companies Act 1985, of the state of the
parent company's affairs as at 31 March 2008;

- the financial statements have been properly prepared in accordance with the
Companies Act 1985 and, as regard the group financial statements, article 4 of
the IAS regulation; and

- the information given in the Report of the Directors is consistent with the
financial statements.

30 September 2008

Jeffreys Henry LLP Finsgate

Chartered Accountants 5-7 Cranwood Street

Registered Auditors London EC1V 9EE

                                PNC TELECOM PLC                                

                         Consolidated Income Statement                         

                       For the year ended 31 March 2008                        

                                    Notes                 31 March    31 March
                                                              2008        2007
                                                                              
                                                             £'000       £'000
                                                                              
Revenue                               2                        179         959
                                                                              
Cost of Sales                                                (144)       (855)
                                                                              
                                                            ******      ******
                                                                              
Gross Profit                                                    35         104
                                                                              
Operating expenses                                           (346)       (415)
                                                                              
                                                            ******      ******
                                                                              
Operating Loss                                               (311)       (311)
                                                                              
Other operating income                                         314           -
                                                                              
                                                            ******      ******
                                                                              
Profit/ (Loss) on ordinary                                       3       (311)
activities before interest and tax                                            
                                                                              
Interest receivable and similar       4                         96           9
income                                                                        
                                                                              
Interest payable                      4                      (151)       (362)
                                                                              
                                                           _______    ________
                                                                              
Loss on ordinary activities before                            (52)       (664)
tax                                                                           
                                                                              
Tax on loss on ordinary activities    6                          -           -
                                                                              
                                                            ******      ******
                                                                              
Retained Loss for the year            17                      (52)       (664)
                                                                              
                                                                              
                                                                              
                                                             Pence       Pence
                                                                              
Loss per share                        7                       0.02        0.37
                                                                              

There are no other recognised gains or losses in the year.

There is no difference between basic and diluted loss per share.

All the loss for the year is attributable to the Equity holders of the company.

PNC TELECOM PLC

                        Statement of Changes in Equity                         

                       for the year ended 31 March 2008                        

                    Share Capital     Share   Merger  Retained          
                                                                        
                 Ordinary  Deferred  Premium  Relief  Earnings   Total  
                  shares                      Reserve                   
                    of     Ordinary                                     
                                                                        
                          Shares of                                     
                                                                        
                   0.1p   4.9p each                                     
                   each                                                 
                                                                        
                   £000      £000      £000    £000     £000      £000  
                                                                        
As at 1 April    208      2,346      48,033   -       (50,796)  (209)   
2007                                                                    
                                                                        
Shares issued    445      -          -        -       -         445     
                                                                        
Loss after tax   -        -          -        -       (52)      (52)    
for the year                                                            
                                                                        
Arising on       -        -          -        324     -         324     
acquisition of                                                          
                 -        -          (20)     -       -         (20)    
Subsidiary                                                              
                                                                        
Share issue                                                             
costs                                                                   
                                                                        
                                                                        
                                                                        
As at 31 March   653      2,346      48,013   324     (50,848)  488     
2008                                                                    
                                                                        
                                                                        

                    Share Capital     Share   Merger  Retained          
                                                                        
                 Ordinary  Deferred  Premium  Relief  Earnings   Total  
                  shares                      Reserve                   
                    of     Ordinary                                     
                                                                        
                          Shares of                                     
                                                                        
                   0.1p   4.9p each                                     
                   each                                                 
                                                                        
                   £000      £000      £000    £000     £000      £000  
                                                                        
As at 1 April    163      2,346      48,033   -       (50,132)  410     
2006                                                                    
                                                                        
Shares issued    45       -          -        -       -         45      
                                                                        
Loss after tax   -        -          -        -       (664)     (664)   
for the year                                                            
                                                                        
Arising on       -        -          -        -       -         -       
acquisition of                                                          
                                                                        
Subsidiary                                                              
                                                                        
As at 31 March   208      2,346      48,033   -       (50,796)  (209)   
2007                                                                    
                                                                        
                                                                        

Share capital is the amount subscribed for shares at nominal value.

Retained profit represents the cumulative deficit of the Company attributable
to equity shareholders.

Share premium represents the excess of the amount subscribed for share capital
over the nominal value of those shares net of share issue expenses. Share issue
expenses in the year comprise a proportion of the costs incurred in respect of
the initial public offering and issue of new shares on the London Stock
Exchange's Alternative Investment Market.

PNC TELECOM PLC

                          Consolidated Balance Sheet                           

                              As at 31 March 2008                              

                                                Note           2008        2007
                                                                               
                                                              £'000       £'000
                                                                               
ASSETS                                                                         
                                                                               
Non-Current Assets                                                             
                                                                               
Property, plant and equipment                     8              74          10
                                                                               
Goodwill                                          9             429           -
                                                                               
Investments                                      10             100         100
                                                                               
                                                             ******      ******
                                                                               
                                                                603         110
                                                                               
                                                             ******      ******
                                                                               
Current Assets                                                                 
                                                                               
Inventories                                      11              18           3
                                                                               
Trade and other receivables                      12           1,326       1,289
                                                                               
Cash and cash equivalent                         13             191           1
                                                                               
                                                             ******      ******
                                                                               
                                                              1,535       1,293
                                                                               
                                                             ******      ******
                                                                               
TOTAL ASSETS                                                 £2,138      £1,403
                                                                               
                                                                               
                                                                               
EQUITY AND LIABILITIES                                                         
                                                                               
Share capital                                    16           2,999       2,554
                                                                               
Share premium accounts                           17          48,013      48,033
                                                                               
Merger reserve                                   17             324           -
                                                                               
Retained earnings                                17        (50,848)    (50,796)
                                                                               
                                                             ******      ******
                                                                               
TOTAL EQUITY                                                    488       (209)
                                                                               
                                                             ******      ******
                                                                               
NON CURRENT LIABILITIES                                                        
                                                                               
Interest bearing loans and borrowings            15             385         475
                                                                               
Non interest bearing                                              -           -
                                                                               
                                                             ******      ******
                                                                               
                                                                385         475
                                                                               
                                                             ******      ******
                                                                               
CURRENT LIABILITIES                                                            
                                                                               
Trade and other payables                         14           1,265       1,137
                                                                               
                                                             ******      ******
                                                                               
                                                              1,265       1,137
                                                                               
                                                             ******      ******
                                                                               
TOTAL EQUITY AND LIABILITIES                                 £2,138      £1,403
                                                                               
                                                             ******      ******
                                                                               

The financial statements were approved and authorised for issue by the Board on
30 September 2008 and signed on its behalf by:

L.E.V. Knifton

Director

                                PNC TELECOM PLC                                

                                 Balance Sheet                                 

                              As at 31 March 2008                              

                                                Note           2008        2007
                                                                               
                                                              £'000       £'000
                                                                               
ASSETS                                                                         
                                                                               
Non-Current Assets                                                             
                                                                               
Property, plant and equipment                     8               9          10
                                                                               
Investments                                      10             609         100
                                                                               
                                                             ******      ******
                                                                               
                                                                618         110
                                                                               
                                                             ******      ******
                                                                               
Current Assets                                                                 
                                                                               
Inventories                                      11               3           3
                                                                               
Trade and other receivables                      12           1,424       1,289
                                                                               
Cash and cash equivalent                         13              91           1
                                                                               
                                                             ******      ******
                                                                               
                                                              1,518       1,293
                                                                               
                                                             ******      ******
                                                                               
TOTAL ASSETS                                                 £2,136      £1,403
                                                                               
                                                                               
                                                                               
EQUITY AND LIABILITIES                                                         
                                                                               
Share capital                                    16           2,999       2,554
                                                                               
Share premium accounts                           17          48,013      48,033
                                                                               Merger reserve                                   17          
  324           -
                                                                               
Retained earnings                                17        (50,842)    (50,796)
                                                                               
                                                             ******      ******
                                                                               
TOTAL EQUITY                                                    494       (209)
                                                                               
                                                             ******      ******
                                                                               
NON CURRENT LIABILITIES                                                        
                                                                               
Interest bearing loans and borrowings            15             385         475
                                                                               
Non interest bearing                                              -           -
                                                                               
                                                             ******      ******
                                                                               
                                                                385         475
                                                                               
                                                             ******      ******
                                                                               
CURRENT LIABILITIES                                                            
                                                                               
Trade and other payables                         14           1,257       1,137
                                                                               
                                                             ******      ******
                                                                               
                                                              1,257       1,137
                                                                               
                                                             ******      ******
                                                                               
TOTAL EQUITY AND LIABILITIES                                 £2,136      £1,403
                                                                               
                                                             ******      ******
                                                                               

The financial statements were approved and authorised for issue by the Board on
30 September 2008 and signed on its behalf by:

L.E.V. Knifton

Director

                                PNC TELECOM PLC                                

                       Consolidated Cash Flow Statement                        

                       for the year ended 31 March 2008                        

                                                              2008      2007   
                                                                               
                                          Notes               £'000     £'000  
                                                                               
Cash flows from operating activities                                           
                                                                               
Cash generated from operations              1                   254    (1,358)  
                                                                               
Finance costs                                                  (151)     (362)    
                                                                               
Corporation tax paid                                              -         -        
                                                                               
                                                               ******    ******
                                                                               
Net cash from operating activities                              103    (1,720)  
                                                                               
                                                               ******    ******
                                                                               
Cash flows from investing activities                                           
                                                                               
Acquisition of tangibles                                        (65)        -        
                                                                               
Disposable of tangibles                                           -       115      
                                                                               
Acquisition of subsidiaries                 2                     -         -        
                                                                               
Interest received                                                 2         9        
                                                                               
                                                               ******    ******
                                                                               
Net cash from investing activities                              (63)      124      
                                                                               
                                                               ******    ******
                                                                               
Cash flows from financing activities                                           
                                                                               
Hire purchase repayments                                          -      (125)    
                                                                               
Issue of new shares                                             190        45       
                                                                               
Conversion of loans                                               -       (45)     
                                                                               
Repayment of loans                                              (40)        -        
                                                                               
                                                               ******    ******
                                                                               
Net cash from financing activities                              150      (125)    
                                                                               
                                                               ******    ******
                                                                               
Increase/(decrease) in cash and cash                            190    (1,721)  
equivalents                                                                    
                                                                               
Cash and cash equivalents at beginning                            1     1,721    
of year                                                                        
                                                                               
                                                               ******    ******
                                                                               
Cash and cash equivalents at end of year                        191         -        
                                                                               
                                                               ******    ******
                                                                               
Represented by:                                                                
                                                                               
Cash at bank                                                    191         1        
                                                                               
Bank overdraft                                                    -        (1)      
                                                                               
                                                               ******    ******
                                                                               
                                                                191         -        
                                                                               
                                                               ******    ******

                                PNC TELECOM PLC                                

                          Company Cash Flow Statement                          

                       for the year ended 31 March 2008                        

                                                              2008      2007   
                                                                               
                                          Notes               £'000     £'000  
                                                                               
Cash flows from operating activities                                           
                                                                               
Cash generated from operations              1                    89    (1,358)  
                                                                               
Finance costs                                                  (151)     (362)    
                                                                               
Corporation tax paid                                              -         -        
                                                                               
                                                               ******    ******
                                                                               
Net cash from operating activities                              (62)   (1,720)  
                                                                               
                                                               ******    ******
                                                                               
Cash flows from investing activities                                           
                                                                               
Acquisition of tangibles                                          -         -        
                                                                               
Disposable of tangibles                                           -       115      
                                                                               
Acquisition of subsidiaries                 2                     -         -        
                                                                               
Interest received                                                 2         9        
                                                                               
                                                               ******    ******
                                                                               
Net cash from investing activities                                2       124      
                                                                               
                                                               ******    ******
                                                                               
Cash flows from financing activities                                           
                                                                               
Hire purchase repayments                                          -      (125)    
                                                                               
Issue of new shares                                             190        45       
                                                                               
Conversion of loans                                               -       (45)     
                                                                               
Repayment of loans                                              (40)        -        
                                                                               
                                                               ******    ******
                                                                               
Net cash from financing activities                              150      (125)    
                                                                               
                                                               ******    ******
                                                                               
Increase/(decrease) in cash and cash                             90    (1,721)  
equivalents                                                                    
                                                                               
Cash and cash equivalents at beginning                            1     1,721    
of year                                                                        
                                                                               
                                                               ******    ******
                                                                               
Cash and cash equivalents at end of year                         91         -        
                                                                               
                                                               ******    ******
                                                                               
Represented by:                                                                
                                                                               
Cash at bank                                                     91         1        
                                                                               
Bank overdraft                                                    -        (1)      
                                                                               
                                                               ******    ******
                                                                               
                                                                 91         -        
                                                                               
                                                               ******    ******

                                PNC TELECOM PLC                                

                    Notes to the Group Cash Flow Statement                     

                       for the year ended 31 March 2008                        

1    RECONCILIATION OF OPERATING PROFIT TO CASH GENERATED FROM OPERATIONS      

Group                                                  2008        2007    
                                                                           
                                                       £000        £000    
                                                                           
Operating loss for the year                            (311)       (311)      
                                                                           
Adjustments for:                                                           
                                                                           
Depreciation of property, plant and equipment             1          20         
                                                                           
Other operating income                                  314           -          
                                                                           
Loss on disposal of tangible assets                       -           5          
                                                                           
                                                         ******      ******
                                                                           
Operating cash flows before movements in working          4        (286)      
capital                                                                    
                                                                           
(Increase)/Decrease in inventories                      (15)         11         
                                                                           
(Increase)/Decrease in receivables                      (37)        517        
                                                                           
(Decrease)/Increase in payables                         302      (1,600)    
                                                                           
                                                         ******      ******
                                                                           
Cash generated from operations                          254      (1,358)    
                                                                           
                                                         ******      ******

Company                                                2008        2007    
                                                                           
                                                       £000        £000    
                                                                           
Operating loss for the year                            (305)       (311)      
                                                                           
Adjustments for:                                                           
                                                                           
Depreciation of property, plant and equipment             1          20         
                                                                           
Other operating income                                  314           -          
                                                                           
Loss on disposal of tangible assets                       -           5          
                                                                           
                                                         ******      ******
                                                                           
Operating cash flows before movements in working         10        (286)      
capital                                                                    
                                                                           
(Increase)/Decrease in inventories                        -          11         
                                                                           
(Increase)/Decrease in receivables                      (41)        517        
                                                                           
(Decrease)/Increase in payables                         120      (1,600)    
                                                                           
                                                         ******      ******
                                                                           
Cash generated from operations                           89      (1,358)    
                                                                           
                                                         ******      ******

2    ACQUISITION OF SUBSIDIARY                                                 

During the year the Group and Company acquired the shares and net assets of
Specs and Lenses Limited, its wholly owned subsidiary, for a total
consideration of £508,750 settled by issue of new shares. The fair value of the
net assets acquired were:

                                                                   2008    
                                                                           
                                                                   £000    
                                                                           
Website                                                              54         
                                                                           
Fixtures, fittings and equipment                                     11         
                                                                           
Goodwill                                                             60         
                                                                           
Inventory                                                            15         
                                                                           
                                                                     ******
                                                                           
Fair value of net assets acquired                                   140        
                                                                           
                                                                     ******

                                PNC TELECOM PLC                                

                       Notes to the Financial Statements                       

                       for the Year Ended 31 March 2008                        

GENERAL INFORMATION

PNC Telecom Plc is a company incorporated in the United Kingdom under the
Companies Act 1985 and quoted on the Alternative Investment Market of the
London Stock Exchange. The address of the registered office is disclosed on
page 1 of the financial statements. The principal activity of the Group is
described in the Directors Report.

1. ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with International
Financial Reporting Standards and IFRIC interpretations issued by the
International Accounting Standards Board (IASB) as adopted by the European
Union and with those parts of the Companies Act 1985 applicable to companies
reporting under IFRS. The financial statements have been prepared under the
historical cost convention. The principal accounting policies adopted are set
out below.

The company's financial statements were previously prepared in accordance with
United Kingdom Generally Accepted Accounting Principles (GAAP) until 31 March
2007. UK GAAP differs in some areas from IFRS. In preparing the Company
financial statements, management has considered certain accounting, valuation
and consolidation methods applied in the UK GAAP *nancial statements to comply
with IFRS. The comparative *gures in respect of 2007 were restated to re*ect
these adjustments, except as described in the accounting policies. The effect
of the change in accounting standards did not result in any reconciling
differences, accordingly no separate note has been provided in these accounts.

(a) Standards, amendment and interpretations effective in 2008

IFRS 7, `Financial instruments: Disclosures', and the complementary amendment
to IAS 1, `Presentation of financial statements - Capital disclosures',
introduces new disclosures relating to financial instruments and does not have
any impact on the classification and valuation of the Group's financial
instruments, or the disclosures relating to taxation, trade and other payables.

IFRIC 8, `Scope of IFRS 2', requires consideration of transactions involving
the issuance of equity instruments, where the identifiable consideration
received is less than the fair value of the equity instruments issued in order
to establish whether or not they fall within the scope of IFRS 2. This standard
does not have any impact on the Group's financial statements.

IFRIC 10, `Interim financial reporting and impairment', prohibits the
impairment losses recognized in an interim Year on goodwill and investments in
equity instruments and in financial assets carried at cost to be reversed at a
subsequent balance sheet date. This standard does not have any impact on the
Group's financial statements.

(b) Standards, amendment and interpretations effective in 2008

IFRS 1 (Amendment), First
Time Adoption of International Financial Reporting Standards;

IAS 21 (Amendment), Net Investment in a Foreign Operation;

IAS 39 (Amendment), Cash Flow Hedge Accounting of Forecast Intercompany
transactions;

IAS 39 (Amendment), The Fair Value Option; and

IAS 39 and IFRS 4 (Amendment), Financial Guarantee Contracts;

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the Year Ended 31 March 2008                        

1. ACCOUNTING POLICIES (Continued)

Basis of preparation (continued)

(c)
Standards, amendments and interpretations effective in 2006 but not relevant

The following standards, amendments and interpretations are mandatory for accounting 
years beginning on or after 1 April 2006 but are not relevant to the Group's operations:

IFRS 6 (Amendment), Exploration for and Evaluation of Mineral Resources; 

IFRS 6, Exploration for and Evaluation of Mineral Resources;

IFRIC 4, Determining whether an Arrangement contains a Lease; 

IFRIC 5, Rights to Interests arising from Decommissioning, Restoration and Environmental
Rehabilitation Funds; and

IFRIC 6, Liabilities arising from Participating in a Specific Market waste
Electrical and Electronic Equipment;

(d) Standards, amendments and interpretations effective in 2007 but not
relevant

The following standards, amendments and interpretations to published standards
are mandatory for accounting years beginning on or after 1 April 2007 but they
are not relevant to the Group's operations:

IFRS 4, `Insurance contracts';

IFRIC 7, `Applying the restatement approach under IAS 29, Financial reporting
in hyper-inflationary economies';

IFRIC 9, `Re-assessment of embedded derivatives', and

IFRIC 11, `IFRS 2 - Group and treasury share transactions'

(e) Interpretations to existing standards that are not yet effective and have
not been adopted early by the Group.

The following interpretations to existing standards have been published and are
mandatory for the Group's accounting years beginning on or after 1 April 2008
or later years but the Group has not adopted them:

IFRS 8, `Operating segments `(effective from 1 January 2009). IFRS 8 replaces
IAS 14 and aligns segment reporting with the requirements of the US standard
SFAS 131, `Disclosures about segments of an enterprise and related
information'. The new standard requires a `management approach', under which
segment information is presented on the same basis as that used for internal
reporting purposes. The Group will apply IFRS 8 from 1 April 2009. The expected
impact is still being assessed in detail by management, but it appears likely
that the number of reportable segments, as well as the manner in which the
segments are reported, will change in a manner that is consistent with the
internal reporting provided to the chief operating decision-maker. As goodwill
is allocated to Groups of cash-generating units based on segment level, the
change will also require management to reallocate goodwill to the newly
identified operating segments. Management does not anticipate that this will
result in any material impairment to the goodwill balance.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the Year Ended 31 March 2008                        

1. ACCOUNTING POLICIES (CONTINUED)

Basis of preparation (continued)

(f) Interpretations to existing standards that are not yet effective and not
relevant for the Group's operations

The following interpretations to existing standards have been published and are
mandatory for the Group's accounting Years beginning on or after 1 April 2008
or later years but are not relevant for the Group's operations:

IAS 1 Revised - Presentation of Financial Statements (effective from 1 January
2009). Key changes include, the requirement to aggregate information in the
financial statements on the basis of shared characteristics, the introduction
of a Statement of Comprehensive Income & changes in titles of some of the
financial statements.

IAS 23 (Amendment), `Borrowing costs' (effective from 1 January 2009). It
requires an entity to capitalise borrowing costs directly attributable to the
acquisition, construction or production of a qualifying asset (one that takes a
substantial Year of time to get ready for use or sale) as part of the cost of
that asset. The option of immediately expensing those borrowing costs will be
removed. IAS 23 (Amended) is not relevant to the Group as there are no
qualifying assets.

IFRIC 12, `Service concession arrangements' (effective from 1 January 2008).
IFRIC 12 applies to contractual arrangements whereby a private sector operator
participates in the development, financing, operation and maintenance of
infrastructure for public sector services. IFRIC 12 is not relevant to the
Group's operations because the Group does not provide for public sector
services.

IFRIC 13, `Customer loyalty programmes' (effective from 1 July 2008). IFRIC 13
clarifies that where goods or services are sold together with a customer
loyalty incentive (for example, loyalty points or free products), the
arrangement is a multiple-element arrangement and the consideration receivable
from the customer is allocated between the components of the arrangement in
using fair values. IFRIC 13 is not relevant to the Group's operations because
the Group does not operate any loyalty programmes.

IFRIC 14, `IAS 19 - The limit on a defined benefit asset, minimum funding
requirements and their interaction' (effective from 1 January 2008). IFRIC 14
provides guidance on assessing the limit in IAS 19 on the amount of the surplus
that can be recognised as an asset. It also explains how the pension asset or
liability may be affected by a statutory or contractual minimum-funding
requirement. IFRIC 14 is not relevant to the Group, as it does not have pension
scheme in place.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the Year Ended 31 March 2008                        

 1. ACCOUNTING POLICIES (CONTINUED)
   
Consolidation

Subsidiaries

Subsidiaries are all entities over which PNC Telecom Plc has the power to
govern the financial and operating policies generally accompanying a
shareholding of more than one half of the voting rights. The existence and
effect of potential voting rights that are currently exercisable or convertible
are considered when assessing whether the Group controls another entity.
Subsidiaries are fully consolidated from the date on which control is
transferred to PNC Telecom Plc. They are de-consolidated from the date that
control ceases.

The purchase method of accounting is used to account for the acquisition of
subsidiaries by the Group. The cost of an acquisition is measured as the fair
value of the assets given, equity instruments issued and liabilities incurred
or assumed at the date of exchange, plus costs directly attributable to the
acquisition. Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are measured initially at their
fair values at the acquisition date, irrespective of the extent of any minority
interest. The excess of the cost of acquisition over the fair value of the
Group's share of the identifiable net assets acquired is recorded as goodwill.
If the cost of acquisition is less than the fair value of the net assets of the
subsidiary acquired, the difference is recognised directly in the income
statement.

Inter-company transactions, balances and unrealised gains on transactions
between Group companies are eliminated. Unrealised losses are also eliminated
but considered an impairment indicator of the asset transferred. Accounting
policies of subsidiaries have been changed where necessary to ensure
consistency with the policies adopted the Group.

Intangible assets

(a) Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair
value of the Group's share of the net identifiable assets of the acquired
subsidiary or associate at the date of acquisition. Goodwill on acquisitions of
subsidiaries is included in `intangible assets'. Goodwill on acquisitions of
associates is included in `investments in associates' and is tested for
impairment as part of the overall balance. Separately recognised goodwill is
tested annually for impairment and carried at cost less accumulated impairment
losses. Impairment losses on goodwill are not reversed. Gains and losses on the
disposal of an entity include the carrying amount of goodwill relating to the
entity sold.

Goodwill is allocated to cash-generating units for the purpose of impairment
testing. The allocation is made to those cash-generating units or Groups of
cash-generating units that are expected to benefit from the business
combination in which the goodwill arose. The Group allocates goodwill to each
business segment in each country in which it operates.

(b) Website

Website development costs are valued at cost less accumulated amortisation.
Amortisation is calculated to write off the cost in equal annual instalments
over the estimated useful economic life of 3 years.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the Year Ended 31 March 2008                        

 1. ACCOUNTING POLICIES (CONTINUED)
   
Impairment of non-financial assets

Assets that have an indefinite useful life, for example goodwill, are not
subject to amortisation and are tested annually for impairment. Assets that are
subject to amortisation are reviewed for impairment whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable. An
impairment loss is recognised for the amount by which the asset's carrying
amount exceeds its recoverable amount. The recoverable amount is the higher of
an asset's fair value less costs to sell and value in use. For the purposes of
assessing impairment, assets are grouped at the lowest levels for which there
are separately identifiable cash flows (cash-generating units). Non-financial
assets other than goodwill that suffered impairment are reviewed for possible
reversal of the impairment at each reporting date.

Property, plant and equipment

Tangible non-current assets are stated at historical cost less depreciation.
Historical cost includes expenditure that is directly attributable to the
acquisition of the items.

Subsequent costs are included in the assets carrying amount or recognised as a
separate asset, as appropriate, only when it is probable that future economic
benefits associated with the item will flow to the Group and the cost of the
item can be measured reliably. The carrying amount of the replaced part is
derecognised. All other repairs and maintenance are charged to the income
statement during the financial Year in which they are incurred. Depreciation is
provided at the following annual rates in order to write off each asset over
its estimated useful life.

Fixtures, fittings and         - 15% reducing balance                 
equipment                                                             

The asset's residual values and useful economic lives are reviewed, and
adjusted if appropriate, at each balance sheet date. An asset's carrying amount
is written down immediately to its recoverable amount if the asset's carrying
amount is greater than its estimated recoverable value.

Gains and losses on disposals are determined by comparing the proceeds with the
carrying amount and are recognised within other (losses) or gains in the income
statement. When revalued assets are sold, the amounts included in other
reserves are transferred to retained earnings.

Revenue recognition

Revenue comprises the fair value of the consideration received or receivable
for the sale of goods and services in the ordinary course of the Group's
activities. Revenue is shown net of value-added tax, returns, rebates and
discounts and after eliminating sales within the Group.

Functional currency translation

i) Functional and presentation currency

The financial statements are presented in Pounds Sterling (£), which is both
the Group's presentation and functional currency.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

1. ACCOUNTING POLICIES (CONTINUED)

Taxation

The tax expense represents the sum of the tax currently payable and deferred
tax. The tax currently payable is based on the taxable profit for the year.
Taxable profit differed from net profit as reported in the income statement
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 entity's liability for current tax is calculated using tax
rates that have been enacted or substantively enacted by the balance sheet
date.

Deferred tax

Deferred income tax is provided in full, using the liability method, on
temporary differences arising between the tax bases of assets and liabilities
and their carrying amounts in the financial statements. However, the deferred
income tax is not accounted for if it arises from initial recognition of an
asset or liability in a transaction other than a business combination that at
the time of the transaction affects neither accounting nor taxable profit or
loss. Deferred income tax is determined using tax rates (and laws) that have
been enacted or substantially enacted by the balance sheet date and are
expected to apply when the related deferred income tax asset is realised or the
deferred income tax liability is settled.

Deferred income tax assets are recognised to the extent that it is probable
that future taxable profit will be available against which the temporary
differences can be utilised.

Operating leases

Rental leases in which a significant portion of the risks and rewards of
ownership are retained by the lessor are classified as operating leases.
Payments made under operating leases (net of any incentives received from the
lessor) are charged to the income statement.

Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held on call with
banks, other short-term highly liquid investments with original maturities of
three months or less, and bank overdrafts. Bank overdrafts are shown within
borrowings in current liabilities on the balance sheet.

Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is
determined using the first-in, first-out (FIFO) method. The cost of finished
goods and work in progress comprises raw materials and other direct costs. It
excludes borrowing costs. Net realisable value is the estimated selling price
in the ordinary course of business, less applicable variable selling expenses.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

1. ACCOUNTING POLICIES (CONTINUED)

Trade receivables

Trade receivables are recognised initially at fair value and subsequently
measured at amortised cost using the effective interest method, less provision
for impairment. A provision for impairment is established when there is
objective evidence that the Group will not be able to collect all amounts due
according to the original terms of the receivables. Significant financial
difficulties of the debtor, probability that the debtor will enter bankruptcy
or financial reorganisation and default or delinquency in payments is
considered indicators that the trade receivable is impaired.

Trade payables

Trade payables are recognised initially at fair value and subsequently measured
at amortised cost using the effective interest method.

Borrowings

Borrowings are recognised initially at fair value, net of transaction costs
incurred. Borrowings are subsequently stated at amortised cost; any difference
between the proceeds (net of transaction costs) and the redemption value is
recognised in the income statement over the year of the borrowings using the
effective interest method.

Borrowings are classified as current liabilities unless the Group has an
unconditional right to defer settlement of the liability for at least 12 months
after the balance sheet date.

Financial Instruments

Non-derivative financial instruments comprise investments in equity and debt
securities, trade and other receivables, cash and cash equivalents, loans and
borrowings, and trade and other payables.

Non-derivative financial instruments are recognised initially at fair value
plus, for instruments not at fair value through profit or loss, any directly
attributable transactions costs, except as described below. Subsequent to
initial recognition non-derivative financial instruments are measured as
described below.

A financial instrument is recognised when the Group becomes a party to the
contractual provisions of the instrument. Financial assets are derecognised if
the Group's contractual rights to the cash flows from the financial assets
expire or if the Group transfers the financial assets to another party without
retaining control or substantially all risks and rewards of the asset. Regular
way purchases and sales of financial assets are accounted for at trade date,
i.e. the date that the Group commits itself to purchase or sell the asset.
Financial liabilities are derecognised if the Group's obligations specified in
the contract expire or are discharged or cancelled.

Fair values

The carrying amounts of the financial assets and liabilities such as cash and
cash equivalents, receivables and payables of the Group at the balance sheet
date approximated their fair values, due to relatively short term nature of
these financial instruments.

The Company provides financial guarantees to licensed banks for credit
facilities extended to a subsidiary company. The fair value of such financial
guarantees is not expected to be significantly different as the probability of
the subsidiary company defaulting on the credit lines is remote.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

1. ACCOUNTING POLICIES (CONTINUED)

Share capital

Ordinary shares are classified as equity.

Incremental costs directly attributable to the issue of new shares or options
are shown in equity as a deduction, net of tax, from the proceeds.

Critical accounting estimates and judgements

The preparation of consolidated financial statements requires the Group to make
estimates and assumptions that affect the application of policies and reported
amounts. Estimates and judgements are continually evaluated and are based on
historical experience and other factors including expectations of future events
that are believed to be reasonable under the circumstances. Actual results may
differ from these estimates. The estimates and assumptions which have a
significant risk of causing a material adjustment to the carrying amount of
assets and liabilities are discussed below:

(a) Impairment of goodwill

The Group is required to test, at least annually, whether goodwill has suffered
any impairment. The recoverable amount is determined based on value in use
calculations. The use of this method requires the estimation of future cash
flows and the choice of a suitable discount rate in order to calculate the
present value of these cash flows. Actual outcomes could vary.

(b) VAT

The VAT debtor is reviewed for impairment if events or changes in circumstances
indicate that the carrying amount may not be recoverable. When a review for
impairment is conducted, the recoverable amount is determined based on current
case law.

Going concern

HMRC have withheld repayment of VAT and this has necessitated the curtailment
of the company's trade of the import and export of mobile phones. The Company
has taken legal advice and is taking action against HMRC for the repayment of
the VAT and loss of income. Ongoing overhead costs in the year have been kept
to a minimum and been financed by loans from the directors.

The directors have undertaken to provide funds for working capital purposes in
the next twelve months.

Accordingly, the directors believe that it is appropriate to prepare the
financial statements on the going concern basis. The financial statements do
not include any adjustments that would be required if this basis was not
appropriate.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

2 TURNOVER

The Directors consider it prejudicial to disclose the geographical analysis of
turnover.

3 EMPLOYEES AND DIRECTORS

Directors' remuneration                                      2008       2007
                                                                            
                                                            £'000      £'000
                                                                            
Salaries and fees                                               -         10
                                                                            
Pension contributions                                           -          9
                                                                            
                                                          *******    *******
                                                                            
                                                                -         19
                                                                            
                                                           ******     ******
                                                                            
                                                             2008       2007
                                                                            
                                                            £'000      £'000
                                                                            
Staff costs, including Directors                                            
                                                                            
Wages and salaries                                             36         41
                                                                            
Social Security costs                                           3          5
                                                                            
Other pension costs                                             3          9
                                                                            
                                                          *******    *******
                                                                            
                                                               42         55
                                                                            
                                                           ******     ******

Please see Note 20 for fees paid to directors.

4 NET FINANCE COSTS

                                                         2008           2007

                                                         £000           £000

Finance income:

Deposit account interest                                    2              9

Finance costs:

Hire purchase interest                                      -             12

Other interest                                            151            350

                                                          151            362

Net finance costs                                         149            353

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

5 OPERATING LOSS FOR THE YEAR

The operating loss for the year is stated after charging / (crediting):

                                                          2008         2007
                                                                           
                                                         £'000        £'000
                                                                           
Depreciation                                                 1           20
                                                                           
Auditors' remuneration                                                     
                                                                           
- audit fees                                                10           16
                                                                           
- other fees                                                 1            -
                                                                           
Loss on disposal of motor vehicles                           -            5
                                                                           
Recovery from claims against former directors            (314)           31
                                                                           
                                                       *******      *******

The analysis of administrative expenses in the consolidated income statement by
nature of expense:

                                                             2008          2007
                                                                               
                                                            £'000         £'000
                                                                               
Employment costs                                               42            36
                                                                               
Directors fees                                                  -            19
                                                                               
Rent and Rates                                                  6             5
                                                                               
Travelling and entertaining                                     5            17
                                                                               
Legal and Professional Fees                                   170           202
                                                                               
Other expenses                                                123           136
                                                                               
                                                          *******        ******
                                                                               
                                                              346           415
                                                                               
                                                           ******         *****

Other operating income represents receipts recovered from claims against former
directors.

6 INCOME TAX EXPENSE

The tax charge on the profit for the year was as follows:

                                                              2008         2007
                                                                               
                                                              £000         £000
                                                                               
      Current tax:                                                             
                                                                               
      Corporation tax                                            -            -
                                                                               
                                                         *********    *********
                                                                               
                                                                 -            -
                                                                               
      Deferred tax                                               -            -
                                                                               
                                                           *******      *******
                                                                               
      Total                                                      -            -
                                                                               
                                                           *******      *******
                                                                               

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

6 INCOME TAX EXPENSE (CONTINUED)

      Loss before tax                                         (52)        (664)
                                                                               
                                                           *******      *******
                                                                               
                                                              2008         2007
                                                                               
                                                              £000         £000
                                                                               
      Profit on ordinary activities before taxation           (16)        (199)
      multiplied by standard rate of UK corporation                            
      tax of 30% (2007 - 30%)                                                  
                                                                               
      Effects of:                                                              
                                                                               
      Non deductible expenses                                    -            -
                                                                               
      Depreciation add back                                      -            8
                                                                               
      Capital allowance                                          -         (19)
                                                                               
      Tax losses carry forward                                  16          210
                                                                               
      Other tax adjustments                                      -            -
                                                                               
                                                         *********    *********
                                                                               
                                                                 -            -
                                                                               
                                                         *********    *********
                                                                               
      Current tax charge                                         -            -
                                                                               
                                                           *******      *******

The company has trading losses of £748,000 and excess management expenses of £
3,045,508 (2007 - £3,045,508) available for carry forward which are subject to
agreement with the Inland Revenue.

7 EARNINGS PER SHARE

The calculation of earnings per ordinary share is based on earnings after tax
and the weighted average number of ordinary shares in issue during the year.
For diluted earnings per share, the weighted average number of ordinary shares
in issue is adjusted to assume conversion of all dilutive potential ordinary
shares.

Details of the adjusted earnings per share are set out below:

The weighted average number of shares used was:                2008       2007
                                                                              
                                                              £'000      £'000
                                                                              
Basic                                                       287,442    181,016
                                                                              
                                                            *******    *******
                                                                              
Diluted                                                     287,442    181,016
                                                                              
                                                             ******     ******

                                       2008       2008      2007       2007   
                                                                              
                                       £'000   pence per    £'000   pence per 
                                                 share                share   
                                                                              
Basic EPS                                                                     
                                                                              
Profit/ (Loss) for the year               (52)    (0.02)p     (664)    (0.37)p
                                                                              
Diluted EPS                                                                   
                                                                              
Profit/ (Loss) for the year and loss      (52)    (0.02)p     (664)    (0.37)p
per share                                                                     

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

8 PROPERTY, PLANT AND EQUIPMENT

Group                                   Website        Fixtures,      Total         
                                                       Fittings and                 
                                                                                    
                                                       equipment                    
                                                                                    
                                        £000           £000           £000          
                                                                                    
Cost                                                                                
                                                                                    
At beginning of year                       -             16             16            
                                                                                    
Acquisitions                              54             11             65            
                                                                                    
                                        *******        *******        *******       
                                                                                    
At end of year                            54             27             81            
                                                                                    
                                        *******        *******        *******       
                                                                                    
Depreciation                                                                        
                                                                                    
At beginning of year                       -              6              6             
                                                                                    
Charge for year                            -              1              1             
                                                                                    
                                        *******        *******        *******       
                                                                                    
At end of year                             -              7              7             
                                                                                    
                                        *******        *******        *******       
                                                                                    
Net book value                                                                      
                                                                                    
At 31 March 2008                          54             20             74            
                                                                                    
                                                                                    
                                                                                    
At 31 March 2007                           -             10             10            
                                                                                    
                                                                                    

Company                                 Website        Fixtures,      Total         
                                                       Fittings and                 
                                                                                    
                                                       equipment                    
                                                                                    
                                        £000           £000           £000          
                                                                                    
Cost                                                                                
                                                                                    
At beginning and end of year               -             16             16            
                                                                                    
                                        *******        *******        *******       
                                                                                    
Depreciation                                                                        
                                                                                    
At beginning of year                       -              6              6             
                                                                                    
Charge for year                            -              1              1             
                                                                                    
                                        *******        *******        *******       
                                                                                    
At end of year                             -              7              7             
                                                                                    
                                        *******        *******        *******       
                                                                                    
Net book value                                                                      
                                                                                    
At 31 March 2008                           -              9              9             
                                                                                    
At 31 March 2007                           -             10             10            
                                                                                    
                                                                                    

The website costs are internally generated.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

9.   Intangible Assets                        Cost     Amortisation  Net Book  
                                                                               
                                                                       Value   
                                                                               
     Goodwill                                 £'000       £'000        £'000   
                                                                               
     At 1 April 2007                              -           -            -          
                                                                               
     Acquisition of Specs and Lenses            429           -          429        
     Limited                                                                   
                                                                               
                                           *******     *******      *******    
                                                                               
     At 31 March 2008                           429           -          429        
                                                                               
                                           ******       ******       ******     

The group assesses at each reporting date whether there is an indication that
an asset may be impaired, by considering the net present value of discounted
cash flows forecasts. If an indication exists an impairment review is carried
out. At the period end, there was no indication of impairment of the value of
goodwill or of developments costs.

The directors have also concluded that no amortization of goodwill is
necessary, because its value has been actively maintained since it was
acquired.

10.   FIXED ASSET INVESTMENTS                               Group     Company  
                                                                               
                                                            £000       £000    
                                                                               
      COST                                                                     
                                                                               
      At 1 April 2007                                        100       100        
                                                                               
      Additions                                                -       509        
                                                                               
                                                          *******   *******    
                                                                               
      At 31 March 2008                                       100       609        
                                                                               
                                                          *******   *******    
                                                                               
      CARRYING AMOUNT                                                          
                                                                               
      At 31 March 2008                                       100       609        
                                                                               
                                                          *******   *******    
                                                                               
      At 31 March 2007                                       100       100        
                                                                               
                                                          *******   *******    

(a) The company owns 50 million ordinary shares in Sim4Travel Holdings Limited,
a company quoted on Plus Market; and having a cost of £100,000 the value of the
investment at the date of the annual report was £175,000 (2007: £625,000).

(b) The company acquired the entire issued share capital of Specs and Lenses
Limited on 5 March 2008 for £508,750 by the issue of 185,000,000 shares at
0.275p per share; the company is unquoted but the directors consider that no
revaluation is required.

Included within these consolidated financial statements is the loss from the
subsidiary since the date of acquisition:

                                                                   2008

                                                                  £'000

Subsidiary

Specs and Lenses Limited                                             (6)

Below are the combined revenues and profit of the enlarged Group from 1 April
2007 to 31 March 2008:

                                                                   2008

                                                                  £'000

Revenue                                                             179

Loss for the period                                                 (52)

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

11 INVENTORIES

GROUP                                                     2008         2007
                                                                           
                                                         £'000        £'000
                                                                           
Group                                                                      
                                                                           
Finished Goods                                              18            3
                                                                           
                                                        ******       ******
                                                                           
COMPANY                                                                    
                                                                           
Financial goods                                              3            3
                                                                           
                                                        ******       ******

The directors consider that the carrying amount of inventories is at fair
value.

12 TRADE AND OTHER RECEIVABLES

GROUP                                                       2008        2007
                                                                            
                                                           £'000       £'000
                                                                            
Due within one year                                                         
                                                                            
Trade receivables                                             21           5
                                                                            
Other receivables                                          1,305       1,284
                                                                            
                                                          ******      ******
                                                                            
                                                           1,326       1,289
                                                                            
                                                           *****       *****
                                                                            
In other debtors, there is an amount of £1.2 million which relates to VAT   
recoverable. HMRC are withholding payments due to the Company along with    
other mobile phone dealers. The Company has taken legal advice and are      
preparing a case against HMRC for both repayment and loss of income. The VAT
is considered to be fully recoverable on the basis that even if there was   
evasion of VAT elsewhere within the chain of transactions the Directors had 
no knowledge nor should have had such knowledge.                            

The directors consider that the carrying amount of trade and other receivables
approximates their fair value.

COMPANY                                                     2008        2007
                                                                            
                                                           £'000       £'000
                                                                            
Due within one year                                                         
                                                                            
Trade receivables                                             19           5
                                                                            
Other receivables                                          1,405       1,284
                                                                            
                                                          ******      ******
                                                                            
                                                           1,424       1,289
                                                                            
                                                           *****       *****

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

13 CASH AND CASH EQUIVALENTS

Group                                                       2008        2007
                                                                            
                                                           £'000       £'000
                                                                            
Bank current account and cash                                120           -
                                                                            
Bank deposit account                                          71           1
                                                                            
                                                          ******      ******
                                                                            
                                                             191           1
                                                                            
                                                           *****       *****

Company                                                     2008        2007
                                                                            
                                                           £'000       £'000
                                                                            
Bank current account and cash                                 90           -
                                                                            
Bank deposit account                                           1           1
                                                                            
                                                          ******      ******
                                                                            
                                                              91           1
                                                                            
                                                           *****       *****

14 TRADE AND OTHER PAYABLES

GROUP                                                         2008      2007
                                                                            
                                                             £'000     £'000
                                                                            
Current:                                                                    
                                                                            
Financial liabilities -                                          -         1        
borrowings                                                                  
                                                                            
Interest bearing loans and                                                  
borrowings                                                                  
                                                                            
Trade payables                                                  45        14       
                                                                            
Other payables                                                 686       735      
                                                                            
Social security and other taxes                                 15         4        
                                                                            
Accruals and deferred income                                   519       383      
                                                                            
                                                            ******    ******   
                                                                            
                                                             1,265     1,137    
                                                                            
                                                             *****     *****    

COMPANY                                                       2008      2007
                                                                            
                                                             £'000     £'000
                                                                            
Current:                                                                    
                                                                            
Financial liabilities -                                          -         1        
borrowings                                                                  
                                                                            
Interest bearing loans and                                                  
borrowings                                                                  
                                                                            
Trade payables                                                  38        14       
                                                                            
Other payables                                                 685       735      
                                                                            
Social security and other taxes                                 15         4        
                                                                            
Accruals and deferred income                                   519       383      
                                                                            
                                                            ******    ******   
                                                                            
                                                             1,257     1,137    
                                                                            
                                                             *****     *****    

Trade payables and accruals principally comprise amounts outstanding for trade
purchases and ongoing expenses.

The directors consider that the carrying amount of trade and other payables
approximates their fair value.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

15. FINANCIAL LIABILITIES
   
GROUP AND COMPANY                                             2008      2007
                                                                            
                                                             £'000     £'000
                                                                            
Convertible loan (a)                                           385       425      
                                                                            
Convertible loan (b)                                             -        50       
                                                                            
                                                            ******    ******   
                                                                            
                                                               385       475      
                                                                            
                                                             *****     *****    

The convertible loans `a' and `b', are convertible into ordinary shares at 0.1p
per share exercisable by 16 February 2012 and 28 April 2012 respectively. In
addition the loan gives the right to subscribe for ordinary shares at a price
of 0.1p each. See note 16 for repayments during the year.

The Company's financial instruments comprised borrowings, cash and various
items such as trade debtors and creditors that arose directly from operations.
The main purpose of these instruments was to raise finance for operations. The
Company had not entered into derivative transactions nor did it trade in
financial instruments as a matter of policy.

Short-term debtors and creditors are excluded from the disclosures which
follow.

Financial Assets

The only financial asset is cash at bank and in hand. At 31 March 2008 the
Company had cash at bank of £191,000 (2007: £1,000).

16. CALLED UP SHARE CAPITAL

                                           2008      2007      2008      2007
                                                                             
                                        No.'000   No.'000     £'000     £'000
                                                                             
Authorised:                                                                  
                                                                             
Ordinary shares of 0.1p each          1,543,873 1,543,873     1,544     1,544
                                                                             
Deferred Ordinary shares of 4.9p each    48,084    48,084     2,356     2,356
                                                                             
                                         ******    ******    ******    ******
                                                                             
                                                              3,900     3,900
                                                                             
                                                              *****     *****
                                                                             
Allotted, called up and fully paid:                                          
                                                                             
Ordinary shares of 0.1p each            653,084   208,084       653       208
                                                                             
Deferred Ordinary shares of 4.9p each    48,084    48,084     2,346     2,346
                                                                             
                                         ******    ******    ******    ******
                                                                             
                                                              2,999     2,554
                                                                             
                                                              *****     *****

On 27 May 2007, a further 50,000,000 ordinary shares were issued on conversion
of loan notes.

On 4 March 2008, 185,000,000 ordinary shares of 0.1p per share were issued to
the vendors or Specs and Lenses Limited. On 5 March 2008, 210,000,000 ordinary
shares of 0.1p per share were placed with shareholders. On the same day, £
40,000 of convertible loan (a) notes were repaid.

The deferred shares do not confer any voting rights.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

17.RESERVES

GROUP                                  Retained          Share          Other

                                       earnings        premium       reserves        Totals

                                           £000           £000           £000          £000

At 1 April 2007                         (50,796)        48,033              -        (2,763)

Loss for the year                           (52)             -              -           (52)

Arising on acquisition of

Subsidiary                                    -              -            324           324

Share issue costs                             -            (20)             -           (20)

At 31 March 2008                        (50,848)        48,013            324        (2,511)



COMPANY                                Retained          Share          Other

                                       earnings        premium       reserves        Totals

                                           £000           £000           £000          £000

At 1 April 2007                         (50,796)        48,033              -        (2,763)

Loss for the year                           (46)             -              -           (46)

Arising on acquisition of
subsidiary                                    -              -            324           324

Share issue costs                             -            (20)             -           (20)

At 31 March 2008                        (50,842)        48,013            324        (2,505)

18RISK AND SENSITIVITY ANALYSIS

The Group's activities expose it to a variety of financial risks: interest rate
risk, liquidity risk, capital risk and credit risk. The Group's activities also
expose it to non-financial risks: market risk. The Group's overall risk
management programme focuses on unpredictability and seeks to minimise the
potential adverse effects on the Group's financial performance. The Board, on a
regular basis, reviews key risks and, where appropriate, actions are taken to
mitigate the key risks identified.

Interest rate risk

The Group does not have formal policies on interest rate risk. However, the
Group's exposure in this area (as at the balance sheet date) was minimal.

Liquidity risk

The Group prepares periodic working capital forecasts for the foreseeable
future, allowing an assessment of the cash requirements of the company, to
manage liquidity risk. The directors have considered the risk posed by
liquidity and are satisfied that there is sufficient growth and equity in the
company.

Capital risk

The Group's objectives when managing capital are to safeguard the ability to
continue as a going concern in order to provide returns for shareholders and
benefits to other stakeholders and to maintain an optimal capital structure to
reduce the cost of capital.

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

18 RISK AND SENSITIVITY ANALYSIS (continued)

Market risk

The market may not grow as rapidly as anticipated. The Group may lose customers
to its competitors. The Group's major competitors may have significantly
greater financial resources than those available to the company. There is no
certainty that the company will be able to achieve its projected levels of
sales or profitability.

Credit risk

The Group's principal financial assets are bank balances and cash, trade and
other receivables. The credit risk on liquid funds is limited because the
counter parties are banks with high credit ratings assigned by international
credit-rating agencies. The Group's credit risk is primarily attributable to
its trade. The amounts presented in the balance sheet are net of allowance for
doubtful receivables. An allowance for impairment is made where there is an
identified loss event which, based on previous experiences, is evidence of a
reduction in the recoverability of the cash flows. The Group has no significant
concentration of credit risk, with exposure spread over a large number of
counter parties and customers.

19LOSS FOR THE PARENT COMPANY

As permitted by section 203 of the Companies Act 1985, the income statements of
the parent company is not presented as part of the financial statements.

                                                        2008         2007       
                                                                               
                                                        £000         £000       
                                                                               
     Loss for the year                                    46          664        
                                                                               
                                                        *******     *******    

20 RELATED PARTY TRANSACTIONS

During the year, the company paid consultancy fees of £Nil (2007: £4,950) to
Fort Knox Property Services, a business owned by a director, Mr Leo Knifton.

£65,000 (2007-£115,000) of the convertible loan notes were due to Mr Leo
Knifton.

During the year, the company paid rent of £14,913 (2007: £2,916) and
commissions of £39,500 (2007: £28,890) to Mr Joe Case, a director of the
company.

£63,000 (2007-£63,000) of the convertible loan notes were due to Mr Joe  
Case.                                                                    

                                PNC TELECOM PLC                                

                 Notes to the Financial Statements (Continued)                 

                       for the year ended 31 March 2008                        

21CONTINGENT LIABILITIES AND GUARANTEES

The Directors of PNC have been made aware that Vanguard Plc is being placed
into administration. This has the effect of potentially creating a liability to
PNC for a number of leases on certain properties that were indemnified by
Vanguard Plc. PNC has taken steps to mitigate these losses by attempting to
assign these leases. The directors have been advised that there may be several
claims that they may make against some of the professionals who handled the
original administration of PNC Plc which ended in January 2004.

22 CAPITAL COMMITMENTS

There was no capital expenditure contracted for at each of the balance sheet
dates but not yet incurred.

23 EXPLANATION OF TRANSITION TO IFRS

There have been no adjustments or restatements to the reported financial
position, financial performance and cash flows of the Company resulting from
the transition to IFRS from UK GAAP with effect from 1 April 2007.

24 ULTIMATE CONTROLLING PARTY

PNC Telecom Plc is listed on the AIM. At the date of the Annual report in the
directors' opinion there is no controlling party

                                    



END


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