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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Advance Visual | LSE:ACV | London | Ordinary Share | GB0002565355 | ORD 0.1P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.16 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
RNS Number:1571W Advance Visual Communications PLC 23 December 2005 Advance Visual Communications plc (the 'Company') Preliminary results for the year ended 30 June 2005 Chairman's Statement Introduction Since I took over the Chairmanship on 22 February of this year, when Milebeach Limited subscribed for Loan Notes that were subsequently converted into ordinary shares in Advance Communications Plc ("AVC"), the Board has continued to assess investment opportunities to reverse a new business into AVC. To date we have reviewed a number of such opportunities but they have not totally fulfilled our investing strategy. Results Revenue for the year ended 30 June 2005 was #nil, which reflects the previous close-down of the Group's remaining operating activities. Losses before and after taxation for the year were #59,202 compared with a #112,320 loss before and after taxation for the prior year. The cash balances in the parent Company at the year end were #86,642, held in the UK. By 30 November 2005 the cash balance in the parent Company had reduced to #79,749. We are endeavouring to minimize the cash outflow. Investing Strategy The AIM rules require that where an AIM company has become a small cash shell it is required to propose a resolution at its next annual general meeting adopting an investing strategy and then to acquire a business within twelve months of that annual general meeting. If no business is acquired in that twelve months then the Company will be suspended for a further six months and thereafter loose its listing. The Board intends to adopt the following Investing Strategy: "The Company is seeking to acquire a single company or business which will benefit from being listed on AIM, which has experienced management and which has the potential to develop into a substantial company within the business services sector within Europe. The directors have extensive experience of investing in private and public companies across a wide range of business sectors and are actively evaluating acquisition opportunities on behalf of the Company. The Company intends to complete this strategy within 12 months of the Annual General Meeting, to be held on 30 December 2005. In the event that no acquisition is made by 30 December 2006 the directors will make their recommendations to shareholders in respect of the Company's future strategy, including any return of funds." Board changes Barclay Douglas and Massoud Amiri, non-executive directors, have decided, due to personal commitments, to leave the board, accordingly, Barclay Douglas will not put himself forward for re-election at the forthcoming Annual General Meeting and Massoud Amiri will resign at the conclusion of the Annual General Meeting. On behalf of the board, I would like to express our thanks to them for their work and contribution during their time with us. Prospects The Board is presently evaluating a number of investment opportunities and looks forward to reporting to you further with a positive proposal. Stephen Barclay Non-Executive Chairman 22 December 2005 Consolidated Profit and Loss Account Year ended 30 June 2005 "Consolidated profit and loss account" Year ended Year ended 30 June 30 June 2005 2004 # # TURNOVER - - Administration expenses (61,267) (139,142) OPERATING LOSS (61,267) (139,142) Profit on disposal and liquidation of subsidiaries - 22,527 Interest receivable (bank interest) 2,065 4,295 LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION (59,202) (112,320) Tax on loss on ordinary activities - - LOSS ON ORDINARY ACTIVITIES AFTER TAXATION FOR THE FINANCIAL YEAR (59,202) (112,320) LOSS PER ORDINARY SHARE (0.03)p (0.1)p There were no recognised gains or losses in the year other than the loss reported for the year. Consolidated Balance Sheet 30 June 2005 "Consolidated balance sheet" 30 June 30 June 2005 2004 # # as re-stated CURRENT ASSETS Debtors 5,819 - Cash at bank and in hand 95,842 87,999 101,661 87,999 CREDITORS: amounts falling due within one year (29,356) (31,492) NET CURRENT ASSETS 72,305 56,507 TOTAL ASSETS LESS CURRENT LIABILITIES 72,305 56,507 CAPITAL AND RESERVES Called up share capital 1,684,672 1,615,755 Share premium account 6,640,976 6,634,893 Merger reserve - - Profit and loss account (8,253,343) (8,194,141) TOTAL EQUITY SHAREHOLDERS' FUNDS 72,305 56,507 Consolidated Cash Flow Statement Year ended 30 June 2005 "Consolidated cash flow statement" Year ended Year ended 30 June 30 June 2005 2004 # # Net cash outflow in respect of operating (69,222) (139,709) activities Returns on investments and servicing of finance Interest received 2,065 4,295 Net cash inflow from returns on investments and servicing of finance 2,065 4,295 Acquisitions and disposals Distribution from subsidiary in liquidation - 22,527 Net cash inflow from acquisitions and disposals - 22,527 Net cash outflow before financing (67,157) (112,887) Financing Issue of ordinary share capital 75,000 - Net cash inflow from financing 75,000 - Increase/(decrease) in cash 7,843 (112,887) Statement of Total Recognised Gains and Losses Year ended 30 June 2005 "Statement of total recognised gains and losses" Year ended Year ended 30 June 30 June 2005 2004 # # Loss for the financial year and total recognised losses relating to the year (59,202) (112,320) Notes on the Preliminary Results 1. The financial information incorporated in this announcement does not constitute full statutory accounts within the meaning of the Companies Act 1985 but is derived from those accounts. Full accounts for the year ended 30 June 2004 upon which MRI Moores Rowland LLP have given an unqualified audit report have been filed with the Registrar of Companies. Full accounts for the year ended 30 June 2005, upon which CLB Littlejohn Frazer have given an unqualified audit report will be filed with the Registrar of Companies in due course. Neither report contained statements under Section 237(2) or (3) of the Companies Act 1985. 2. Atc "Notes to the accounts" /f ContentsCCOUNTING POLICIES Basis of preparation of financial statements The financial statements have been prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standards. The particular accounting policies adopted are described below. The Directors believe that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason they continue to adopt the going concern basis in preparing the financial statements. Basis of consolidation The financial statements of the Company and its Group undertakings have been consolidated to 30 June 2005. The results and cash flows relating to a subsidiary or business are included in the consolidated profit and loss account and consolidated cash flow statement from the date of acquisition or up to the date of disposal. Subsidiaries in liquidation are not consolidated in accordance with FRS 2 Accounting for subsidiary undertakings, as control has passed permanently into the hands of the liquidators. Acquisitions On the acquisition of a company or business, fair values are attributed to the Group's share of net separable assets. Where the cost of acquisition exceeds the fair values attributable to such net assets, the difference is treated as purchased goodwill and capitalised in the balance sheet in the year of acquisition. The results and cash flows relating to a subsidiary or business are included in the consolidated profit and loss account and the consolidated cash flow statement from the date of acquisition. Goodwill and intangible fixed assets For acquisitions of a company or business, purchased goodwill is capitalised in the year in which it arises and amortised over its useful economic life. Capitalised purchased goodwill in respect of subsidiaries is included within intangible fixed assets. Patents and trademarks are valued at cost on acquisition less provision for any impairment. Foreign currency translations The financial statements of the foreign subsidiary are translated into sterling using historic rates of exchange in respect of the share capital of the subsidiary, and using closing rates of exchange in respect of current assets and liabilities. Differences arising from the translation of current assets and liabilities of subsidiaries are reflected in the profit and loss account. The average rate is used to translate the results of the foreign subsidiary for the period. Deferred taxation Deferred taxation is provided in full on timing differences that result in an obligation at the balance sheet date to pay more tax, or a right to pay less tax, at a future date, at rates expected to apply when they crystallise based on current tax rates and law. Timing differences arise from the inclusion of items of income and expenditure in taxation computations in periods different from those in which they are included in financial statements. Deferred tax assets and liabilities are not discounted. Deferred tax assets are recognised to the extent that there is a reasonable expectation that they will be recovered. Investments Investments held as fixed asset investments are stated at cost less provision for any impairment. Pension The Group operates a stakeholder pension scheme into which it makes no employer contributions. The assets of the scheme are held separately from the Group in independently and professionally administered funds. 3. TURNOVER There was no turnover during the year. The loss on ordinary activities before taxation is after write off/recovery of intercompany debts and expenses. Excluding these accounting adjustments the overseas operations did not trade in the years ended 30 June 2005 and 30 June 2004. Net assets is split by geographical market as follows: Year ended Year ended 30 June 30 June 2005 2004 # # Net assets United Kingdom 72,305 56,507 4. OPERATING LOSS Year ended Year ended 30 June 30 June 2005 2004 Operating loss is after charging # # Group and Company audit fee 5,000 11,500 Non audit services 2,068 - 5. DIRECTORS' EMOLUMENTS AND BENEFITS Year ended Year ended 30 June 30 June 2005 2004 # # Directors emoluments (excluding pension contributions) - - Emoluments of highest paid director (excluding pension contributions) - - During the year ended 30 June 2005 the Company was invoiced #3,427 and #1,175 by service businesses in respect of J B Douglas and G P Leask respectively for their services as Non-Executive directors. No directors were members of a company pension scheme during the year (2004: none). 6. TAX ON LOSS ON ORDINARY ACTIVITIES Year ended Year ended 30 June 30 June 2005 2004 # # UK corporation tax - - Overseas taxation - - Factors affecting tax charge for the current year The tax credit for the year is less than that resulting from applying the standard rate of corporation tax in the UK of 30% (2004: 30%). The differences are explained below: Year ended Year ended 30 June 30 June 2005 2004 # # Loss on ordinary activities before taxation (59,202) (112,320) Taxation at standard rate (17,851) (33,696) Expenses not deductible for tax 1,763 - Tax losses carried forward 16,088 33,696 Total tax charge for the year - - Factors that may affect future tax charge A deferred tax asset has not been recognised in respect of losses incurred in the year, as there is insufficient evidence that the asset will be recovered. 7. RECONCILIATION OF MOVEMENTS IN EQUITY SHAREHOLDERS' FUNDS Year ended Year ended 30 June 30 June 2005 2004 # # Group Loss for the financial year (59,202) (112,320) Issue of shares 75,000 - Net increase/(reduction) in equity shareholders' funds 15,798 (112,320) Opening equity shareholders' funds 56,507 168,827 Closing equity shareholders' funds 72,305 56,507 8. RECONCILIATION OF OPERATING LOSS TO NET CASHFLOW FROM OPERATING ACTIVITIES Year ended Year ended 30 June 30 June 2005 2004 # # Operating loss (61,267) (139,142) Loss before interest and tax (61,267) (139,142) (Increase)/decrease in debtors (5,819) 15,175 Decrease in creditors (2,136) (15,742) Net cash outflow in respect of operating activities (69,222) (139,709) 9. LOSS PER ORDINARY SHARE The loss per share is calculated by dividing the loss attributable to ordinary shareholders by the weighted average number of shares in issue during the year. The calculations of loss per share are based on the following losses and number of shares: Year ended Year ended 30 June 30 June 2005 2004 Loss attributable to ordinary shareholders (#) (59,202) (112,320) Weighted average number of ordinary shares 180,834,584 161,575,486 Loss per share (0.03)p (0.1)p 10. The Registered Office of the Company is 44 Southampton Buildings, London WC2A 1AP. Copies of the Annual Report and Accounts may be obtained from the Company Secretary at this address. Enquiries: Shore Capital: Alex Borrelli 020 7408 4090 This information is provided by RNS The company news service from the London Stock Exchange END FR FEUSADSISEFE
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