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CBP Curtis Banks Group Plc

349.00
0.00 (0.00%)
18 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Curtis Banks Group Plc LSE:CBP London Ordinary Share GB00BW0D4R71 ORD 0.5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 349.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Curtis Banks Group PLC Final Results (3715T)

20/03/2019 7:01am

UK Regulatory


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RNS Number : 3715T

Curtis Banks Group PLC

20 March 2019

Curtis Banks Group plc

("Curtis Banks", the "Company")

Final Results for 12 months to 31 December 2018

Strong financial and operating performance combined with margin enhancement

Curtis Banks Group plc, one of the UK's leading SIPP providers, is pleased to announce its final results for the 12 months to 31 December 2018.

Highlights

   --     Operating Revenue increased by 6% to GBP46.1m (2017: GBP43.6m) 
   --     Adjusted profit before tax increased by 13% to GBP12.1m (2017: GBP10.7m) 
   --     Adjusted operating margin2 increased to 27.1% (2017: 25.8%) 
   --     Profit before tax increased by 72% to GBP10.1m 
   --     Adjusted diluted EPS increased by 13% to 17.32p 
   --     Gross organic growth in own SIPP numbers of 9% with total administered now 77,739 
   --     Assets under administration increased by 0.4% to GBP24.8bn 

-- Proposed final dividend of 6.00p (2017: 4.75p) making a full year payment of 8.00p (2017: 6.25p)

Highlights and key performance indicators for the year include:

 
                                        2018        2017 
 Financial 
 Operating Revenue                    GBP46.1m    GBP43.6m 
 Adjusted Profit before tax1          GBP12.1m    GBP10.7m 
 Profit before Tax                    GBP10.1m     GBP5.9m 
 Adjusted Operating Margin2             27.1%       25.8% 
 Diluted EPS                           14.45p       9.26p 
 Adjusted diluted EPS                  17.32p      15.38p 
 
 Operational Highlights 
 Number of SIPPs Administered          77,739      76,474 
 Assets under Administration          GBP24.8bn   GBP24.7bn 
 Total organic new own SIPPs 
  in year                               5,838       8,719 
 Number of Properties Administered      6,231       6,031 
 
 

(1) Profit before tax, amortisation and non- recurring costs

(2) The ratio of operating profit before net finance costs, amortisation and non-recurring costs to operating revenues

Commenting on the results, Will Self, CEO of Curtis Banks, said:

"In my first results as Chief Executive of the Group I am delighted to report another year of strong and profitable growth. The past year has seen the Company make significant investment to support further organic growth, building on the consolidation and integration prioritised over the last two years.

We believe we are setting a high bar with the introduction of our new SIPP proposition. Coupled with our new distribution structure we are now well-placed to increase our organic growth of full and mid SIPPs over the next full reporting period. We are also well positioned to grow the business inorganically and are proactively exploring possible acquisitions.

In January our CFO Paul Tarran announced his decision to stand down from the Board. A process has begun to find his successor and Paul remains in his current role until this process is complete in order to ensure a smooth transition.

The SIPP market is undergoing an evolution and, as one of the UK's leading providers, we have entered 2019 in an extremely strong position and I am confident about our prospects for growth and our broadening capability to deliver enhanced services for our customers as well as our ability to deliver against our strategic objectives."

Analyst and Investor Presentation:

There will be a presentation on Wednesday 20(th) March 2019 at 9.30am for institutional investors and analysts at Peel Hunt LLP, Moor House, 120 London Wall, London EC2Y 5ET. Those wishing to attend should contact jake.thomas@camarco.co.uk

For more information:

 
 Curtis Banks Group plc              www.curtisbanks.co.uk 
 Will Self - Chief Executive 
  Officer                            +44 (0) 117 9107910 
 Paul Tarran - Chief Financial 
  Officer 
 
 
 Peel Hunt LLP (Nominated Adviser 
  & Broker)                          +44 (0) 20 7418 8900 
 Guy Wiehahn 
 Rishi Shah 
 
 
 N+1 Singer                          +44 (0) 20 7496 3000 
 Mark Taylor 
 Rachel Hayes 
 
 
 Camarco (Financial PR)              +44 (0) 20 3757 4984 
 Ed Gascoigne-Pees 
 Hazel Stevenson 
 Jane Glover 
 

Notes to Editors:

Curtis Banks administers over 77,000 Self-Invested Pension Schemes, principally SIPPs and SSASs. The Group commenced trading in 2009 and has successfully developed, through a combination of organic growth and acquisitions, into one of the largest UK providers of these products. The Group employs approximately 560 staff in its head office in Bristol and regional offices in Ipswich and Dundee.

For more information - www.curtisbanks.co.uk

Chairman's Statement

I am pleased to report the Curtis Banks Group final results for the year ended 31 December 2018. These results show solid growth in all financial KPI's over a transitional period in which we have made important operational developments.

I would like to start by thanking our former Chief Executive Officer Rupert Curtis for being instrumental in the evolution of the business over a number of years from founding the business to the successful IPO in 2015. I am delighted that he remains a strategic advisor to the business. I would also like to thank Paul Tarran following his announcement to step down by the end of the year. Paul has made an enormous contribution to the business over a number of years. The search for his successor has already begun.

Taking Rupert Curtis' place is our new Chief Executive Officer, Will Self. Will has been with the business since 2016 and with strong credentials, over 15 years' experience and a member of the Board since 2016, I believe he is very well positioned to lead the business through the next stage of its growth. I am also delighted that Jane Ridgley has now joined the Board. Jane is currently Chief Operating Officer for the Group and will continue in that role as an executive director of the Board.

The period under review has shown an increase in all key financial metrics. Operating revenue has increased by 6% from GBP43.6m to GBP46.1m compared to the same period last year, with adjusted profit before tax increasing by 13% from GBP10.7m to GBP12.1m. Adjusted operating margin increased to 27.1% (2017: 25.8%) and profit before tax increased 72% to GBP10.1m. Fully diluted earnings per share on these adjusted operating results (after tax) amounted to 17.32p per share (2017: 15.38p). It is extremely pleasing during this period of transition for the Group to be able to report both top line growth and margin improvement.

We have invested significantly in our products this year and launched 'Your Future SIPP' in February 2019. In a sense, this development is the culmination of the Suffolk Life integration, as the product combines the best features of both companies' services into one industry leading proposition. We have also invested in our sales team and digital portals throughout the year and I am confident that these enhancements, combined with our expansion into UK's commercial property market, will lead to greater top-line growth.

The total number of SIPPs currently administered by the Group now exceeds 77,000. This is a result of continued new organic growth of all SIPPs and our attrition rates remaining stable with previous years.

Dividends

We paid an interim dividend of 2.00p per share (2017: 1.50p per share) on 15 November 2018 and the Board proposes a final dividend of 6.00p per share (2017: 4.75p per share) which, if approved, will be paid to shareholders on the register at the close of business on 26 April 2019. The shares will be marked ex-dividend on 25 April 2019 and the proposed dividend paid on 23 May 2019. This will mean the total dividend paid in respect of the year ended 31 December 2018 will amount to 8.00p per share (2017: 6.25p).

Summary and outlook

We are well positioned to grow the business and we continue to actively seek appropriate acquisition opportunities. Following a year of successfully implementing change within the Group, we have entered 2019 in a strong position for the year ahead. We continue to invest in the business to ensure we stay industry leaders and are in a strong position to grow revenues and maximise stakeholder value.

Chris Macdonald

Chairman

19 March 2019

Chief Executive's Review

Business Review

My first review as Chief Executive of the Group reports that 2018 has been another year of strong and profitable growth, building on the foundations of consolidation and integration prioritised over the last two years. It goes without saying that I would like to thank my predecessor Rupert Curtis who, along with Chris Banks and Paul Tarran, founded the business and helped build the industry leading Group that we have today. Their vision and belief in the SIPP market has enabled the Group to remain at the top of our sector and created a platform for the next stage of our journey.

One of the founding principles of the Group was to deliver high quality service. The Group remains a customer centric organisation, and I would also like to thank our hugely valued staff members who deserve recognition for the many and varied achievements over the last 12 months. Their success in meeting the challenges we present to them plays a vital role in delivering the increasing expectations of our customers at the same time as we evolve our business. The SIPP market is experiencing rapid change, and it is the hard work and dedication of each and every member of the business that enables us to deliver these final results for the year ended 31 December 2018.

We have focussed on adjusted operated margin as one of our key performance indicators, and I am pleased to report that this has further increased to 27.1% (2017: 25.8%). We remain confident that a 30% adjusted operating margin is sustainable with our current model. Adjusted profit before tax increased 13% to GBP12.1m (2017: GBP10.7m) as a result of strong revenue growth and further operational alignment within the Group.

2018 was a year of transition for some elements of the Group. We completed the delivery of our new brand, consolidating under a single identity and completing a journey that began internally with our staff, offices and culture. This has delivered a platform from which we can invest in and grow our market presence and reputation within our market. In April, we announced the appointment of Jane Ridgley to Chief Operating Officer of the Group. Jane brings a wealth of experience to the role, having previously held senior roles in Suffolk Life and Legal & General. She is a member of the Group Executive Committee and, as of January 2019, a member of the Board. Her extensive footprint within the company continues to drive cohesiveness within the Group's core operational teams and will engender enhanced collaboration.

In other areas of the Group we focussed on five key deliverables to provide the foundation required for us to deliver the next stage of our journey:

New single SIPP proposition - We have successfully launched our new SIPP product 'Your Future SIPP' which replaces the current range of products with a combined product offering the best features of the Curtis Banks and Suffolk Life SIPPs. It capitalises on our new brand, with a clear single market presence for our customers, and its enhanced digital functionality and customer focused service model is more efficient and appealing for both advisers and their clients.

New national sales function - Distributing 'Your Future SIPP' is our fully resourced, significantly enhanced sales team, headed by our Group Sales Director, Dave Stratton, a National Sales Manager and a team of seven Business Development Managers. Dedicated sales resource is also focussed on key adviser networks and investment partners to capitalise on other distribution channels.

Expanded commercial property expertise - We also have expanded further into the UK's commercial property market with the launch of two new companies. Rivergate Legal Limited offers a range of legal services to SIPP, SSAS and open market customers relating to commercial property transactions; and Templemead Property Solutions Limited provides valuation services and negotiates other professional services on behalf of Curtis Banks Group clients.

GDPR - During the period we also successfully implemented a GDPR framework throughout the Group without material financial or operational impact. As a Group we interact with a large number of external parties and I am pleased that this has been completed effectually.

IT Strategy - We continue to progress with the work to simplify our IT Infrastructure, as previously outlined. We launched our new website and secure portal, marking a material shift in and de-risking of our digital infrastructure. We now continue to explore the best routes to further exploit this investment.

Having successfully navigated a period in which we delivered both transitional and structural growth, we are well positioned to continue to grow the business and deliver against our strategic objectives.

Sales Growth

At the year end the number of SIPPs administered increased to 77,739 with 5,838 gross new own SIPPs added organically. Our two core areas of strategic focus, the Full SIPP and Mid SIPP both saw encouraging levels of new gross organic growth. Attrition rates on own SIPPs remain stable at 6.07%. The table below sets out more detail on SIPPs numbers and rates of attrition.

 
                           Full SIPPs   Mid SIPPs   eSIPPs    Total own   Third Party     Total 
                                                               SIPPs       Administered 
 2018 number               20,450       26,354      22,935    69,739      8,000           77,739 
                          -----------  ----------  --------  ----------  --------------  -------- 
 2017 number               20,539       24,682      22,193    67,414      9,060           76,474 
                          -----------  ----------  --------  ----------  --------------  -------- 
 Gross organic 
  growth rate*             3.14%        12.43%      9.58%     8.66%       0.73%           7.72% 
                          -----------  ----------  --------  ----------  --------------  -------- 
 SIPPs added 
  organically              644          3,068       2,126     5,838       66              5,904 
                          -----------  ----------  --------  ----------  --------------  -------- 
 SIPPs added 
  through acquisitions     -            578         -         578         -               578 
                          -----------  ----------  --------  ----------  --------------  -------- 
 Conversions 
  and reclassifications    507          (507)       -         -           -               - 
                          -----------  ----------  --------  ----------  --------------  -------- 
 SIPPs lost through 
  attrition                (1,240)      (1,467)     (1,384)   (4,091)     (1,126)         (5,217) 
                          -----------  ----------  --------  ----------  --------------  -------- 
 Attrition rate 
  *                        6.04%        5.94%       6.24%     6.07%       12.43%          6.82% 
                          -----------  ----------  --------  ----------  --------------  -------- 
 

(*) Growth and attrition percentage rate based on opening SIPP numbers at the beginning of the year

Our strategic focus remains on the Full and Mid SIPP market where our expertise, charging model and customer service focus are concentrated in 'Your Future SIPP'. The Full SIPP market is relatively mature, with historic restrictions on annual contributions and annual allowances meaning that gross flow predominantly comes from existing SIPP customers. Many of these clients seek to add Commercial Property as an asset class or wish to move their existing SIPP to a new provider. Mid SIPPs continue to be the product of choice for pension consolidation and the first step for many pension customers from default funds into investment selection, therefore contributing material gross flow.

There have been some well publicised challenges, from which no provider has been immune, which have led to lower gross sales across the industry. The Defined Benefits ('DB') transfer review has impacted all Professional Advisers, spanning both 'DB' and Defined Contribution pension transfer advice. Liabilities arising from SIPPs holding non-standard assets have reduced confidence in the SIPP market, and the general economic environment has reduced consumers' focus on pension savings. All of these factors have been felt across the industry but we believe that our robust financial strength, quality of administration and our new proposition puts us at the forefront of the sector.

In spite of the above the overall SIPP market opportunity remains strong, with SIPPs still benefitting from the introduction of the pension freedoms and favoured as a way of allowing individuals to have greater access, control and responsibility over their pension savings. SIPPs are now being considered by a much larger group of consumers than ever before and are no longer perceived as reserved solely for those with large pension fund values.

'Your Future SIPP' - our new SIPP proposition

'Your Future SIPP' was launched following detailed adviser research and combines the best of the Curtis Banks and Suffolk Life SIPPs into one of the industry's leading propositions. Your Future SIPP accesses a high quality customer-focussed service model with specialised teams across the Group, and is competitively priced, with no application fees for online applications coupled with a tiered annual administration fee.

A new online portal has been launched that directly supports 'Your Future SIPP'. This will deliver efficiencies for advisers, reducing the time spent on administration. Advisers and clients will benefit from more digital functionality than before and it is accessible from desktop computers, tablets and mobiles. Other features include market access to virtually any investment solution, easy management of cash and automated adviser charging.

'Your Future SIPP' benefits from our highly experienced commercial property team, now enhanced by the legal and property management solutions within the Group offered by Rivergate Legal and Templemead Property Solutions, adding experience and value to customers with property investments.

We are still in the very early stages of the new proposition but believe our new proposition is market leading with a suite of features, flexibility and attractive pricing. Coupled with our new distribution structure we are now well-placed to increase our organic growth of Full and Mid SIPPs.

Acquisitions

Investing to add high quality assets is a core component of our future growth strategy. In December 2018, we announced the completion of the purchase of wealth manager Hargreave Hale's book of SIPPs. This comprised 578 SIPPs invested in assets valued at c GBP180 million. This SIPP book represented a good fit for our business model and marked the tenth asset purchase by Curtis Banks since the company was founded in 2009.

We remain disciplined in our approach to acquisitions where we consider each opportunity from both an earnings per share and return on investment perspective. We are committed to exploring further opportunities to add scale and expand our offering to greater numbers of clients.

Industry context and regulation

Regulatory scrutiny continues in the pension market. Our business model means that we only work with regulated financial advisers and do not give any advice or provide the investments held within our SIPPs. In addition our fee structures remain fair and transparent.

The issue of non-standard investments has received increased media attention. Whilst we acknowledge that these issues are significant within the wider industry, and that some uncertainty still persists, we do not consider them to be a material risk to our business. The Group continues to carry out robust due diligence on non-standard investments and our new product has a clear Schedule of Allowable Investments.

We have also taken a prudent approach to our legacy book, composed of our own SIPPs as well as a large number of historic acquisitions, and have undertaken a detailed review of this business. There are areas where we will need to take remedial action but these are limited. Commercial Property remains a complex asset class and we are now undertaking a comprehensive data cleanse in this area.

Our People and Culture

Our Chief Financial Officer, Paul Tarran, has notified the Board that he intends to stand down from the Board by the end of 2019. A process has begun to identify and recruit a successor as Chief Financial Officer, who can continue our journey to enhanced financial reporting and discipline while ensuring that the Group can capitalise on strategic growth opportunities. Paul will retain his current responsibilities until this process is complete to ensure a smooth transition.

We value our people and the positive contribution they make to our culture and the performance of our business. In late 2018 we appointed a new Group HR Director to lead us on defining a modern, forward looking people strategy. In doing so we are reviewing all elements of our culture from recruitment methodologies to long term incentives to ensure that all staff throughout the group are given the opportunity to develop and succeed.

Our wider strategy

The Group has considerable experience of administration of complex assets within a regulated environment coupled with management of complex data from multiple and diverse counterparties. We intend to formulate a strategy that delivers revenue growth and diversity in our areas of expertise. We have three areas of strategic focus:

   --     Organic sales - supported by our new national sales function and market leading proposition 
   --     Acquisition opportunities - driving growth through additional books of business 

-- Diversifying revenue streams - building on our core capabilities of complex administration and commercial property, and expanding our service into Legal and Property Management offerings

In addition to this we will continue to focus on our core operating models to ensure that our risks remain effectively managed, and that operational opportunities and efficiencies are realised and able to meet our future strategic ambitions.

The SIPP market is undergoing an evolution and, as one of the leading providers, we have looked to the future and created the new SIPP proposition that advisers asked for, supported by a nationwide adviser support network. We have broadened our appeal and capability to commercial property clients and will place structured focus on other strategic growth opportunities. We have entered 2019 in a strong position and I am confident about our prospects for growth and our broadening capability to deliver enhanced services for our customers.

Will Self

Chief Executive Officer

19 March 2019

Chief Financial Officer's Review

Results

A healthy Group financial performance for the year ended 31 December 2018 resulted in an increased adjusted profit before tax of GBP12.1m (2017: GBP10.7m), an increase of 13% over the previous year. Statutory profit before tax, which is stated after amortisation and non-recurring costs increased by 72% to GBP10.1m. Adjusted diluted EPS similarly increased by 13% to 17.32p, while diluted EPS on a statutory basis increased by 56% to 14.45p.

The performance was achieved despite incurring upfront costs for laying the groundwork for enhanced future revenue generation through the new single Group wide product (as discussed in the Chief Executive's report), fully adopting the Curtis Banks brand and identity throughout the Group and expanding our sales team to provide nationwide coverage.

During the year costs were also incurred for the launch of the new companies to provide SIPP property valuation services ("Templemead Property Solutions Limited") and legal services ("Rivergate Legal Limited") to the 6,000+ commercial properties held by SIPPs & SSASs administered by the Group.

These results show an improvement in adjusted operating margin of 27.1% (2017: 25.8%). This has been achieved not only by the revenue growth but also following efficiency gains made on closure of our Market Harborough office in early 2018, and cost saving measures achieved through further alignment and amalgamation of suppliers, technology, processes and staff departments within the Group.

Revenue

Operational revenues of GBP46.1m in 2018 (2017: GBP43.6m) increased by 6% over the comparable period, driven by further good organic growth in numbers of SIPPs held and increased interest income.

Fee revenue from SIPPs & SSASs remains the predominant source of fee income for the Group with 87% (2017: 84%) of these fees being recurring fixed annual fees. These fees are subject to contractual annual inflationary rises. A menu of additional fixed fees are charged depending on the transactional services provided on the products.

All SIPP & SSAS fees levied are fixed monetary amounts and are not a percentage based charge on the value of the underlying assets held within SIPPs and SSASs. As a result the income of the Group is not affected by movements in financial markets and property values. This is a key differential that sets us apart from most of our competitors and provides an attractive product in terms of fees to higher value SIPPs.

Interest income on the margin on client funds remains a significant part of Group income. In the year ended 31 December 2018 GBP10.8m of the Group operating revenues were from interest margin (2017: GBP9.5m). Structural efficiencies in treasury management and the further strengthening of our relationships with deposit providers have led to the increase over last year in addition to favourable movements in base rates during the year.

Both Rivergate Legal Limited and Templemead Property Solutions Limited, since their launch in 2018, have positively contributed to revenue in 2018 and the further development of these companies is expected to drive higher operational revenues through 2019.

Expenses

The year ended 31 December 2018 saw administrative expenses increase by 4.0% to GBP33.6m from GBP32.3m.

Staff costs for the year increased by 4% to GBP21.9m (2017: GBP21.1m). Savings from the closure of the Market Harborough office were partly offset by recruitment in the second half of the year of an expanded Group wide sales team that achieves full national coverage of the UK. This coincided with the launch in early 2019 of our new Group product, 'Your Future SIPP', consistent with our strategy of investing for future organic growth.

Staff costs were also impacted by further share based payment awards under the Group's Long Term Incentive Plan and Save As You Earn option schemes, the annual pay review and required increases under auto enrolment of staff pension contributions. These measures however continue to contribute to improved levels of key staff retention and morale and provide the service levels to clients required from our introducers of business.

Staff numbers have decreased slightly to 558 as at 31 December 2018 (2017: 597), reflecting the closure of the Market Harborough office during the year offset by organic growth of staff numbers to service increasing SIPP numbers and our expanded sales team to achieve nationwide coverage.

The Group continues to take steps to improve its adjusted operating margin through a combination of revenue enhancements, cost saving measures and operational improvements. The Group also reduced computer costs by GBP0.2m year on year through renegotiation of contracts with key suppliers, and further alignment of suppliers and services between each of the Group's offices.

Provisions as at 31 December 2017 of GBP0.9m relating to the closure of the Group's Market Harborough office were fully utilised during 2018. A tenant was procured in 2018 to occupy the office for the remaining lease period providing sub-let income equivalent to the head lease rental payable over the remainder of the lease.

Finance costs reduced by GBP0.1m year on year as the company continues to repay borrowings taken out to facilitate the Suffolk Life acquisition in 2016. The debt continues to be repaid in line with scheduled terms and conditions and the covenants required by the bank in respect of this gearing are well covered. Interest on the debt accrues at a rate of 2.25% plus LIBOR.

Non-Recurring costs

Non-recurring costs for the year have reduced significantly following the provisions last year for the closure of the Market Harborough Office and the expensing of exceptional IT impairment costs.

Current year non-recurring costs have arisen from further restructuring costs within the Group, the costs associated with the acquisition of the Hargreave Hale book of SIPPs during the year and provisions arising as part of the consolidation and integration exercises undertaken over the past year.

As part of these exercises, management initiated a review of data records relating to properties held within SIPPs administered by the Group. Based on a detailed review of a sample of properties and extrapolation of the initial findings across the full population of relevant properties, the directors recognise that additional direct costs may be incurred in completing this data cleansing exercise, including from any potential remediation. A provision of GBP0.5m has been made for this matter, being the directors' best estimate of the direct costs the Group may have to bear.

Suffolk Life Annuities

Part of the Suffolk Life Group of Companies, Suffolk Life Annuities Limited, is an insurance company that writes SIPP Products as insurance contracts. These are all non-participating investment contracts and so the Group does not bear any insurance risk. As the policyholder assets and liabilities are shown on the balance sheet of Suffolk Life Annuities Limited, these also show on the Group balance sheet on consolidation. Assets in the SIPPs administered by the rest of the Group are held in trust and not under insurance contracts and therefore do not need to be included on the balance sheet. As the policies are non-participating contracts, the client related assets and liabilities in Suffolk Life Annuities Limited match. In addition the revenues, expenses and investment returns of the non-participating investment contracts are shown in the consolidated statement of comprehensive income. Again, these income, expense items and investment returns due to the policyholders are completely matched. An illustrative balance sheet as at 31 December 2018 showing the financial position of the Group excluding the policyholder assets and liabilities is included as supplementary unaudited information after the notes to the financial statements. An illustrative cash flow on the same basis has also been provided.

Employee Benefit Trust ("EBT")

The EBT set up during the previous year continues to be used to acquire shares in the Company in the market to satisfy future vesting of options and long term incentive awards. The EBT is funded by loans from the Group. As at 31 December 2018 the EBT held 263,790 shares in Curtis Banks Group plc. A further GBP0.5m was advanced to the EBT by the Company during the year. A number of options awarded under the Company's Save As You Earn schemes vested during the year and awards were made from the shares held by the EBT.

The financial statements of the EBT are consolidated within the overall Group financial statements and these shares are shown on the balance sheet of the Group as Treasury Shares and are included within total equity.

Capital requirements

The Group's regulated subsidiary companies submit regular returns to the FCA and the PRA relating to their capital resources. At 31 December 2018 the total regulatory capital requirement across the Group was GBP11.6m and the Group had an aggregate surplus of GBP18.0m across all regulated entities. In addition to this it is Group internal policy for regulated companies within the Group to hold at least 130% of their required regulatory capital resulting in the aggregate surplus reducing to GBP14.5m. All the regulated firms within the Group maintained surplus regulated capital throughout the year.

After taking into account the regulatory capital requirements set out above, assuming all these were required to be held in cash, the Group had surplus 'free' cash available of approximately GBP13m.

Financial Position

The Group increased net assets by 12% to GBP49.7m as at 31 December 2018 (2017: GBP44.6m), and increased shareholder cash reserves from GBP25.7m to GBP28.0m over the same period.

As at 31 December 2018, the Group had net shareholder cash (after debt) of GBP13.6m (2017: GBP8.1m).

The Group will have to adopt the provisions of IFRS 16, accounting for leases, for accounting periods commencing from 1 January 2019. We have evaluated the effect of this on our financial performance and this is not material. We have also had confirmation from our principal lenders that the provisions of IFRS 16 do not need to be taken into account when calculating our banking covenants. We have also received confirmation from the FCA that at this point in time the provisions of IFRS 16 do not need to be taken into account in calculating our regulatory capital calculations.

Paul Tarran

Chief Financial Officer

19 March 2019

Consolidated Statement of Comprehensive Income

 
                                                Year ended 31 December 2018                                     Year ended 31 December 2017 
                               Before amortisation      Amortisation                            Before amortisation     Amortisation 
                                 and non-recurring    and non-recurring                          and non-recurring           and 
                                       costs                costs                                      costs            non-recurring 
                                                                                Total                                       costs               Total 
                       Notes         GBP'000               GBP'000             GBP'000                GBP'000              GBP'000             GBP'000 
 Operating revenue                           46,125                   -               46,125                  43,573                 -                43,573 
 Policyholder 
  investment returns                         41,677                   -               41,677                 343,009                 -               343,009 
                                         ----------      --------------             --------              ----------      ------------              -------- 
 Revenue                 2                   87,802                   -               87,802                 386,582                 -               386,582 
 
 Administrative 
  expenses                                 (33,637)                   -             (33,637)                (32,336)                                (32,336) 
 Non-participating 
  investment 
  contract 
  expenses                     (34,477)               -                   (34,477)              (34,560)               -                  (34,560) 
 Changes in 
  provisions: 
  Non-participating 
  investment 
  contract 
  liabilities                   (7,200)               -                    (7,200)             (308,449)               -                 (308,449) 
                              ---------                                  ---------            ----------                                ---------- 
 Policyholder total 
  expenses                                 (41,677)                   -             (41,677)               (343,009)                 -             (343,009) 
                                         ----------      --------------                                   ----------      ------------ 
 
 Operating profit 
  before 
  amortisation 
  and non-recurring 
  costs                                      12,488                   -               12,488                  11,237                 -                11,237 
 
 Non-recurring costs     4                        -               (748)                (748)                       -           (3,754)               (3,754) 
 Amortisation            3                        -             (1,268)              (1,268)                       -           (1,131)               (1,131) 
                                         ----------      --------------             --------              ----------      ------------              -------- 
 Operating profit                            12,488             (2,016)               10,472                  11,237           (4,885)                 6,352 
 
 Finance income                                 116                   -                  116                      67                 -                    67 
 Finance costs                                (467)                   -                (467)                   (562)                 -                 (562) 
                                         ----------      --------------             --------              ----------      ------------              -------- 
 Profit before tax                           12,137             (2,016)               10,121                  10,742           (4,885)                 5,857 
 
 Tax                     6                  (2,294)                 383              (1,911)                 (1,565)               940                 (625) 
                                         ----------      --------------             --------              ----------      ------------              -------- 
 Total comprehensive income 
  for the year                                9,843             (1,633)                8,210                   9,177           (3,945)                 5,232 
                                         ==========      ==============             ========              ==========      ============              ======== 
 
 Attributable to: 
 Equity holders of 
  the 
  company                                                                              8,204                                                           5,222 
 Non-controlling 
  interests                                                                                6                                                              10 
                                                                                    --------                                                        -------- 
                                                                                       8,210                                                           5,232 
                                                                                    ========                                                        ======== 
 Earnings per 
 ordinary 
 share on net 
 profit 
 Basic (pence)           7                                                             15.30                                                            9.75 
 Diluted (pence)         7                                                             14.45                                                            9.26 
 
 

The consolidated statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

Consolidated Statement of Financial Position

 
                                                     Group 
 Group                              Notes        As at        As at 
                                             31-Dec-18    31-Dec-17 
                                               GBP'000      GBP'000 
 ASSETS 
 Non-current assets 
 Intangible assets                    8         44,110       44,593 
 Investment property                  9      1,274,452    1,206,298 
 Property, plant and equipment       10          1,216        1,148 
 Investments                                 1,813,057    2,032,293 
 Deferred tax asset                                595          124 
                                           -----------  ----------- 
                                             3,133,430    3,284,456 
                                           -----------  ----------- 
 Current assets 
 Trade and other receivables                    18,055       16,687 
 Cash and cash equivalents           11        431,576      437,849 
 Current tax asset                                 243          310 
                                           -----------  ----------- 
                                               449,874      454,846 
                                           -----------  ----------- 
 
 Total assets                                3,583,304    3,739,302 
                                           -----------  ----------- 
 
 LIABILITIES 
 Current liabilities 
 Trade and other payables                       15,204       12,658 
 Deferred income                                24,601       24,374 
 Borrowings                          12         30,005       29,444 
 Provisions                                        500          641 
 Deferred consideration                            255          341 
 Current tax liability                             991            - 
                                           -----------  ----------- 
                                                71,556       67,458 
                                           -----------  ----------- 
 Non-current liabilities 
 Borrowings                          12         56,525       64,584 
 Provisions                                          -          259 
 Deferred consideration                            125          454 
 Non-participating investment 
  contract liabilities                       3,405,428    3,561,929 
                                             3,462,078    3,627,226 
                                           -----------  ----------- 
 
 Total liabilities                           3,533,634    3,694,684 
                                           -----------  ----------- 
 
 Net assets                                     49,670       44,618 
                                           -----------  ----------- 
 
 Equity attributable to owners 
  of the parent 
 Issued capital                                    269          269 
 Share premium                                  33,451       33,451 
 Equity share based payments                     1,357          731 
 Treasury shares                                 (716)        (250) 
 Retained earnings                              15,295       10,403 
                                           -----------  ----------- 
                                                49,656       44,604 
 
 Non-controlling interest                           14           14 
 
 Total equity                                   49,670       44,618 
                                           -----------  ----------- 
 

Approved by the Board of Directors and authorised for issue on 19 March 2019.

Paul Tarran

Chief Financial Officer

Company Registration No. 07934492

Consolidated Statement of Changes in Equity

 
                   Issued     Share     Equity   Treasury   Retained     Total   Non-controlling     Total 
                  capital   premium      share     shares   earnings   GBP'000          interest    equity 
                  GBP'000   GBP'000      based    GBP'000    GBP'000                     GBP'000   GBP'000 
                                      payments 
                                       GBP'000 
 
 At 1 January 
  2017                268    33,425        239          -      7,589    41,521                 9    41,530 
 
 Total 
  comprehensive 
  income 
  for the 
  year                  -         -          -          -      5,222     5,222                10     5,232 
 Share based 
  payments              -         -        492          -          -       492                 -       492 
 Ordinary 
  shares 
  bought 
  by EBT                -         -          -      (250)          -     (250)                 -     (250) 
 Ordinary 
  shares 
  issued                1        26          -          -          -        27                 -        27 
 Ordinary 
  dividends 
  declared 
  and paid              -         -          -          -    (2,408)   (2,408)               (5)   (2,413) 
                                                --------- 
 
 At 31 December 
  2017                269    33,451        731      (250)     10,403    44,604                14    44,618 
 
 Total 
  comprehensive 
  income 
  for the 
  year                  -         -          -          -      8,204     8,204                 6     8,210 
 Share based 
  payments              -         -        626          -          -       626                 -       626 
 Ordinary 
  shares 
  bought 
  and sold 
  by EBT                -         -          -      (466)          -     (466)                 -     (466) 
 Deferred 
  tax on 
  share based 
  payments              -         -          -          -        310       310                 -       310 
 Ordinary 
  dividends 
  declared 
  and paid              -         -          -          -    (3,622)   (3,622)               (6)   (3,628) 
 
 At 31 December 
  2018                269    33,451      1,357      (716)     15,295    49,656                14    49,670 
                 ========  ========  =========  =========  =========  ========  ================  ======== 
 

Consolidated Statement of Cash Flows

 
                                                                                 Group 
                                                                          Year ended 31 December 
                                                                               2018         2017 
                                                                            GBP'000      GBP'000 
 Cash flows from operating activities 
 Profit before tax                                                           10,121        5,857 
 Adjustments for: 
 Depreciation                                                                   596          570 
 Amortisation and impairments                                                 1,268        3,126 
 Interest expense                                                               467          554 
 Share based payment expense                                                    626          492 
 Fair value losses/(gains) on financial investments                         116,517    (156,046) 
 Additions of financial investments                                       (490,830)    (493,638) 
 Disposals of financial investments                                         593,549      542,304 
 Fair value gains on investment properties                                 (47,275)     (44,074) 
 (Decrease)/increase in liability for investment contracts                (156,498)      167,525 
 Changes in working capital: 
 Decrease/(increase) in trade and other receivables                             247        (433) 
 Increase in trade and other payables                                           992        4,193 
 Taxes paid                                                                 (1,375)        (999) 
 Net cash flows received from operating activities                           28,405       29,431 
                                                                       ------------  ----------- 
 
 Cash flows from investing activities 
 Purchase of intangible assets                                                (785)        (277) 
 Purchase of property, plant and equipment                                (202,089)    (161,923) 
 Purchase and sale of shares in the Group by the EBT                          (466)        (250) 
 Receipts from sale of property, plant and equipment                        180,546      148,191 
 Net cash flows from acquisitions                                             (421)        (669) 
 Net cash flows used in investing activities                               (23,215)     (14,928) 
                                                                       ------------  ----------- 
 
 Cash flows from financing activities 
 Equity dividends paid                                                      (3,628)      (2,413) 
 Net proceeds from issue of ordinary shares                                       -           27 
 Net decrease in borrowings                                                 (7,538)     (21,274) 
 Interest paid                                                                (297)        (504) 
 Net cash used in financing activities                                     (11,463)     (24,164) 
                                                                       ------------  ----------- 
 
 Net decrease in cash and cash equivalents                                  (6,273)      (9,661) 
                                                                       ------------  ----------- 
 
 Cash and cash equivalents at the beginning of the year                     437,849      447,510 
                                                                       ============  =========== 
 
 Cash and cash equivalents at the end of the year                           431,576      437,849 
                                                                       ============  =========== 
 
 

Notes to the Financial Statements

   1               Corporate information 

Curtis Banks Group PLC ("Curtis Banks" or "the Group") is one of the United Kingdom's leading administrators of self-invested pension products, principally SIPPs and SSASs. The Group commenced trading in 2009 and has successfully developed, through a combination of organic growth and acquisitions, into one of the largest UK providers of these products.

At 31 December 2018 the Group administered circa GBP24.8bn (2017: GBP24.7bn) of pension assets on behalf of over 77,700 (2017: 76,500) active customers. Approximately 560 staff are employed across its head office in Bristol and regional offices in Ipswich and Dundee.

The Executive Directors have proven experience in the pensions market and operate a business that focuses on a service-driven proposition for the administration of flexible SIPPs. The Group's products are distributed by authorised and regulated financial advisers, targeted towards pension savers who wish to take full advantage of the features and flexibility offered in the UK's modern and changing pension regime. Long standing relationships with key distributors result in high levels of repeat business and demonstrate satisfaction with products and services provided.

The Group is focussed on continuing to deliver increased value to both customers and shareholders in the years ahead.

Note: The Group includes an insurance company, Suffolk Life Annuities Limited, which provides SIPPs through non-participating individual insurance contracts. Due to Suffolk Life Annuities Limited's status as an insurance company, the consolidated results for the whole Group are required to include insurance policyholder assets and liabilities as well as the assets and liabilities and profits attributable to our shareholders. Notes 15 and 16 to this Announcement illustrate the split between policyholder and shareholder assets and liabilities and cash flows.

   2               Revenue 

Revenue is wholly derived from activities undertaken within the United Kingdom and comprises the following categories:

 
                                                                              Year ended 31 December 
                                                                 2018                             2017 
                                                              GBP'000                          GBP'000 
 
 Fees                                                          35,352                           34,073 
 Interest income                                               10,773                            9,500 
 Policyholder investment returns                               41,677                          343,009 
 
                                                               87,802                          386,582 
                                      ===============================  =============================== 
 
   3             Profit for the year 

Profit for the year is arrived at after:

 
                                                                                  Year ended 31 December 
                                                                     2018                             2017 
                                                                  GBP'000                          GBP'000 
 Charging: 
 
 Amortisation of intangible assets                                  1,268                            1,131 
 Depreciation of property, plant 
  and equipment                                                       596                              570 
 Auditors remuneration: 
 - audit of the financial statements 
  of the Group                                                        234                              177 
 - audit of the financial statements 
  of the Company                                                       56                               29 
 - audit related assurance services                                     8                               97 
                                          ===============================  =============================== 
 
   4             Non-recurring costs 

Non-recurring costs include the following significant amounts:

 
                                                                                      Year ended 31 December 
                                                                         2018                             2017 
                                                                      GBP'000                          GBP'000 
 
 Set up costs associated with the 
  take on of SIPPs                                                          -                               20 
 Hargreave Hale acquisition costs                                          45                                - 
 Exceptional legal fees                                                     -                               67 
 Redundancy & restructuring costs 
  following acquisitions                                                  156                            1,143 
 Suffolk Life acquisition costs                                             -                               72 
 European Pension Management acquisition 
  costs                                                                    47                              328 
 Exceptional impairment charge                                              -                            2,124 
 Data Cleansing provision                                                 500                                - 
 
                                                                          748                            3,754 
                                              ===============================  =============================== 
 

Redundancy & restructuring costs following acquisitions

During the year ended 31 December 2018, the two existing sales teams within the Group were restructured into one to coincide with the launch of a new Group wide product in H1 2019.

During the year ended 31 December 2017 a full strategic review of all the office locations used by the Group was carried out. As a result of that review, the decision was taken to close the Group's office in Market Harborough and full provision was made for this in the financial statements for the year ended 31 December 2017

Exceptional impairment charge

During the year ended 31 December 2017 the Group completed the review if its operating systems following the acquisition of the Suffolk Life business in May 2016. As a result of this review the Group concluded that the most cost effective, appropriate and lowest risk solution was, subject to contract, to implement a material upgrade of the existing back office operating system at the Group.

As a result of this decision, costs of approximately GBP2.1 million incurred and capitalised on the initial development, installation, evaluation and testing of an alternative system over recent years were written off as an exceptional impairment charge in the financial statements for the year ended 31 December 2017.

Data Cleansing Provision

As part of the consolidation and integration exercise undertaken in the past year management initiated a review of data records relating to properties held within SIPPs administered by the Group.

Based on a detailed review of a sample of properties and extrapolation of the initial findings across the full population of relevant properties, the directors recognise that additional direct costs will be incurred in completing this data cleansing exercise. These costs include incremental costs of completing the review, as well as some potential costs of remediation. A provision of GBP500,000 has been recognised for this matter, being the directors' best estimate of the direct costs the Group may have to bear.

In estimating the amount provided, the main areas of uncertainty include:

   --      The number of properties within the population that may require remediation; and 
   --      The nature and financial impact of the remediation required 
   5               Directors and employees 
 
                                                                                        Year ended 31 December 
                                                                           2018                             2017 
                                                                        GBP'000                          GBP'000 
 
 Wages and salaries                                                      18,034                           17,585 
 Social security costs                                                    1,627                            1,630 
 Other pension costs                                                      1,413                            1,337 
 Share-based incentive awards                                               626                              492 
                                                -------------------------------  ------------------------------- 
                                                                         21,700                           21,044 
                                                ===============================  =============================== 
 
                                                                           2018                             2017 
 The average number of employees during                                  Number                           Number 
  the year was: 
 
 Directors                                                                    6                                7 
 Administration                                                             552                              571 
                                                                            558                              578 
                                                ===============================  =============================== 
  Details of emoluments paid to the directors and key management 
   personnel are as follows: 
                                                                                        Year ended 31 December 
                                                                           2018                             2017 
                                                                        GBP'000                          GBP'000 
 Total emoluments paid to: 
 Directors 
   Wages and salaries                                                     1,876                            1,411 
   Social security costs                                                    139                              123 
   Post-employment costs                                                     33                               21 
   Share-based incentive awards                                             467                               83 
 Key management personnel 
   Wages and salaries                                                     1,151                              806 
   Social security costs                                                    135                               93 
   Post-employment costs                                                     60                               47 
   Share-based incentive awards                                             130                              184 
                                                -------------------------------  ------------------------------- 
                                                                          3,991                            2,768 
                                                ===============================  =============================== 
 Emoluments of highest paid director: 
  Wages and salaries                                                        377                              468 
  Pension contribution                                                       13                                8 
                                                -------------------------------  ------------------------------- 
                                                                            390                              476 
                                                ===============================  =============================== 
 
   6            Taxation 
 
                                                                                  Year ended 31 December 
                                                                       2018                           2017 
                                                                    GBP'000                        GBP'000 
 
  Current tax 
 UK Corporation tax                                                   2,072                            791 
 
 Deferred tax 
 Origination and reversal of temporary 
  differences                                                         (161)                          (166) 
                                                                      1,911                            625 
                                              =============================  ============================= 
 
 
 Factors affecting the tax charge for 
  the year 
 Profit before tax                                                   10,121                          5,857 
                                              =============================  ============================= 
 
 Profit before tax multiplied by standard 
  rate of UK Corporation tax of 19.00% 
  (2017: 19.25%)                                                      1,923                          1,127 
                                              -----------------------------  ----------------------------- 
 
 Effects of: 
 Adjustment to prior year                                                23                          (305) 
 Non-deductible expenses                                                 10                             13 
 Other tax adjustments                                                 (45)                          (210) 
                                              -----------------------------  ----------------------------- 
                                                                       (12)                          (502) 
 
 Total tax charge                                                     1,911                            625 
                                              =============================  ============================= 
 
   7               Earnings per share 

Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

Changes in income or expense that would result from the conversion of the dilutive potential ordinary shares are deemed to be trivial, and therefore no separate diluted net profit is presented.

The following reflects the income and share data used in the basic and diluted earnings per share computations:

 
                                                                 2018         2017 
                                                              GBP'000      GBP'000 
 
 Net profit available to equity holders of 
  the Group                                                     8,204        5,222 
                                                    =================  =========== 
 
 Net profit before tax, non-recurring costs 
  (note 4) and amortisation (note 3) available 
  to equity holders of the Group.                              12,137       10,742 
                                                    =================  =========== 
 
 Weighted average number of ordinary shares:                   Number       Number 
 
 Issued ordinary shares at start of the 
  year                                                     53,809,146   53,599,669 
 Effect of shares issued in the current 
  year                                                              -       25,127 
 Effect of shares held by employee benefit 
  trust                                                     (201,622)     (78,941) 
 Basic weighted average number of shares                   53,607,524   53,545,855 
 
 Effect of options exercisable at the reporting 
  date                                                        985,661      800,000 
 Effect of options not yet exercisable at 
  the reporting date                                        2,165,288    2,044,484 
                                                    -----------------  ----------- 
 Diluted weighted average number of shares                 56,758,473   56,390,339 
                                                    =================  =========== 
 
                                                                Pence        Pence 
 Earnings per share: 
 Basic                                                          15.30         9.75 
 Diluted                                                        14.45         9.26 
  Earnings per share on net profit before 
   non-recurring costs and amortisation, less 
   an effective tax rate*: 
 Basic                                                          18.34        16.20 
 Diluted                                                        17.32        15.38 
 

*In order to reduce the impact of accounting measures such as deferred tax, and the timing of tax reliefs, the effective tax rate matches the current tax rate applicable to the accounting year. The current tax rate applicable for the year ended 31 December 2018 was 19.00% (2017: 19.25%).

   8               Intangible assets 

Group

 
                        Goodwill   Client Portfolios    Computer       Total 
                         GBP'000             GBP'000    Software     GBP'000 
                                                         GBP'000 
 Cost 
 At 1 January 2017        28,903              18,430       3,116      50,449 
 
 Additions                     -                   5         272         277 
 Disposals                     -                 (2)     (1,993)     (1,995) 
 
 At 31 December 
  2017                    28,903              18,433       1,395      48,731 
 
 Additions                     -                 433         352         785 
 Disposals                     -                   -       (266)       (266) 
 
 At 31 December 
  2018                    28,903              18,866       1,481      49,250 
                      ----------  ------------------  ----------  ---------- 
 
 Amortisation 
 At 1 January 2017             -               2,533         474       3,007 
 
 Charge for the 
  year                         -                 922         209       1,131 
 
 At 31 December 
  2017                         -               3,455         683       4,138 
 
 Charge for the 
  year                         -                 924         344       1,268 
 Disposals                     -                   -       (266)       (266) 
 
 At 31 December 
  2018                         -               4,379         761       5,140 
                      ----------  ------------------  ----------  ---------- 
 
 Net book value 
 At 1 January 2017        28,903              15,897       2,642      47,442 
                      ==========  ==================  ==========  ========== 
 At 31 December 
  2017                    28,903              14,978         712      44,593 
                      ==========  ==================  ==========  ========== 
 At 31 December 
  2018                    28,903              14,487         720      44,110 
                      ==========  ==================  ==========  ========== 
 

Goodwill

Goodwill arose on the acquisition of Suffolk Life Group Limited and its subsidiaries on 25 May 2016. The Group tests goodwill for impairment annually or more frequently if there are indications that goodwill might be impaired. The recoverable amount of goodwill has been determined based on value-in-use calculations using a discount rate appropriate to the risk profile of the asset. These calculations use operating cash flow projections based on financial budgets approved by management covering a three year period, assuming business then continues onwards after this period at a steady rate for the purpose of the analysis.

Client Portfolios

Client portfolios represent individual client portfolios acquired through business combinations and accounted for under the acquisition method. The directors consider that there is no impairment to assets as at the year end. The client portfolios are being amortised over a period of 20 years.

The brought forward balance relates to the purchase by Curtis Banks Limited, a subsidiary company, of the trade and assets of Montpelier Pension Administration Services Limited on 13 May 2011, the full SIPP business of Alliance Trust Savings Limited on 18 January 2013, the full SIPP business and certain assets of Pointon York SIPP Solutions Limited on 31 October 2014, the full SIPP business of Rathbones Pension & Advisory Services Limited on 31 December 2014, and a book of full SIPPs from Friends Life PLC (now Aviva PLC) on 13 March 2015.

The brought forward balance also includes the purchase by Suffolk Life Pensions Limited, a subsidiary company, of the trade and assets of European Pensions Management Limited on 14 July 2016, and books of SIPPs purchased from Pointon York SIPP Solutions Limited on 9 November 2012, Pearson Jones PLC on 30 April 2013, and Origen Investment Services Limited on 22 May 2013.

Additions in the year comprise the purchase by Curtis Banks Limited of a book of 578 SIPPs from Hargreave Hale Limited for cash consideration of GBP433,000, all of which was settled on the acquisition completion date of 10 December 2018. Acquisition related costs of GBP45,000 were incurred in relation to this which have been expensed as non-recurring costs.

All acquisitions have been accounted for under the acquisition method of accounting.

The directors have considered the carrying value of the client portfolios and have concluded that no impairment is required. The client portfolios are being amortised over a period of 20 years and have an average remaining expected useful economic life as at 31 December 2018 of 15 years and 7 months.

Computer Software

Computer software contains costs that meet the recognition criteria under IAS 38 as Intangible Assets. General small computer software costs are amortised over their useful economic life of four years on a straight-line basis. Computer software costs for significant projects are amortised over an estimated UEL on a project by project basis.

   9               Investment Property 

Assets held at fair value

Group

 
                                                Year ended 31 December 
                                            2018                  2017 
                                         GBP'000               GBP'000 
           Fair value 
 At 1 January                          1,206,298             1,149,135 
 
 Additions                               201,425               161,280 
 Disposals                             (180,546)             (148,191) 
 Fair value gains                         47,275                44,074 
 
 At 31 December                        1,274,452             1,206,298 
                            ====================  ==================== 
 
 

All investment properties have been valued at the year end by reference to most recent professional valuations and this is further adjusted by applying the corresponding property index available. Investment properties held to cover the linked policyholder business are included in non-participating investment contract liabilities.

   10             Property, plant and equipment 

Assets held at cost

Group

 
                                Leasehold   Computer equipment             Office equipment,               Total 
                             Improvements                                         fixtures & 
                                                                                    fittings 
                                  GBP'000              GBP'000                       GBP'000             GBP'000 
           Cost 
 At 1 January 2017                     54                3,606                         1,093               4,753 
 
 Additions                              -                  520                           125                 645 
 Disposals                              -                 (42)                             -                (42) 
 
 At 31 December 2017                   54                4,084                         1,218               5,356 
 
 Additions                              -                  318                           346                 664 
 Disposals                           (54)                 (64)                          (36)               (154) 
 
 At 31 December 2018                    -                4,338                         1,528               5,866 
                       ------------------  -------------------  ----------------------------  ------------------ 
 
 Depreciation 
 At 1 January 2017                     28                2,697                           955               3,680 
 
 Charge for the year                   13                  493                            64                 570 
 Disposals                              -                 (42)                             -                (42) 
 
 At 31 December 2017                   41                3,148                         1,019               4,208 
 
 Charge for the year                   13                  471                           112                 596 
 Disposals                           (54)                 (64)                          (36)               (154) 
 
 At 31 December 2018                    -                3,555                         1,095               4,650 
                       ------------------  -------------------  ----------------------------  ------------------ 
 
 Carrying value 
 At 1 January 2017                     26                  909                           138               1,073 
                       ==================  ===================  ============================  ================== 
 At 31 December 2017                   13                  936                           199               1,148 
                       ==================  ===================  ============================  ================== 
 At 31 December 2018                    -                  783                           433               1,216 
                       ==================  ===================  ============================  ================== 
 
   11             Cash and cash equivalents 

As at 31 December 2018 and 2017 cash and cash equivalents were as follows:

 
                                                            Group 
                                                As at 31 December 
                                                  2018       2017 
                                               GBP'000    GBP'000 
 
 Cash at bank and in hand                       28,018     25,673 
 Deposits with credit institutions             402,216    412,128 
 Cash equivalents                                1,342         48 
 
 Cash and cash equivalents                     431,576    437,849 
                                             =========  ========= 
 
   12             Borrowings 
 
                                            Group 
                                As at 31 December 
                                  2018       2017 
                               GBP'000    GBP'000 
 Current 
 Bank loans                     30,005     29,444 
                                30,005     29,444 
                             ---------  --------- 
 
 Non-current 
 Bank loans                     56,525     64,584 
                                56,525     64,584 
                             ---------  --------- 
 
 Total borrowings               86,530     94,028 
                             =========  ========= 
 
 

Bank borrowings

The bank borrowings are repayable as follows:

 
                                                      Group 
                                          As at 31 December 
                                            2018       2017 
                                         GBP'000    GBP'000 
 
 Within 1 year                            30,005     29,444 
 Between 1 year and 5 years               38,306     44,158 
 After more than 5 years                  18,219     20,426 
                                          86,530     94,028 
                                       =========  ========= 
 

Total borrowings of the Group include liabilities of GBP72,085,000 (2017: GBP76,464,000) secured by legal charge over certain properties held within non-participating investment contracts, and liabilities of GBP14,554,000 (2017: GBP17,666,000) secured on the shares of Curtis Banks Limited, Suffolk Life Pensions Limited and Suffolk Life Annuities Limited.

   13             Dividends 
 
                                    Year to 31 December 
                                       2018        2017 
                                    GBP'000     GBP'000 
 
 Ordinary declared and paid           3,622       2,408 
 
                                      3,622       2,408 
                                 ==========  ========== 
 

A final share dividend in respect of 2017 of 4.75p per share was declared and paid on 18 May 2018.

An interim share dividend in respect of 2018 of 2.00p per share was declared and paid on 15 November 2018.

   14           Contingent liabilities 

In specie contributions

The Group has been in correspondence with HMRC regarding processes and documentation in respect of in specie contributions. HMRC have alleged that incorrect procedures were followed and is seeking to reclaim tax reliefs granted and interest thereon. This is an industry wide issue affecting other SIPP operators and is being challenged by the industry as a whole. It is not possible to determine when this matter will be resolved and the outcome and impact are not known at this stage. We do not believe that the net exposure arising from this will be material to the Group.

Data cleansing

As reported in note 4, management initiated a review of data records related to properties held within SIPPs administered by the Group.

This review requires a case by case assessment of each of the properties within the population in order to assess whether any remedial action is required by the Group in respect of that property or the associated SIPP.

In addition to the provision of GBP500,000 for the estimated direct costs that the Group may incur in respect of this exercise, the directors consider that it is possible that the Group may also be exposed to indirect costs in the future, depending on the outcome of the case by case reviews.

The directors' best estimate of this contingent liability is GBP1.5m, however there are inherent uncertainties in this estimate including due to the sampling and extrapolation approach adopted so far, the quality of data and potential significant variations in the assumed liabilities payable to rectify individual SIPP positions.

This estimate will be reviewed regularly, and any changes or refinements will be reported as appropriate. The directors currently expect that the review will be completed by the end of 2019 with any potential material follow up actions completed by 2020.

15 Unaudited IFRS Consolidated Statement of Financial Position as at 31 December 2018 split between insurance policy holders and the Group's shareholders

 
                                         2018           2018          2018          2017 
                                      GBP'000        GBP'000       GBP'000       GBP'000 
 ASSETS                           Group Total   Policyholder   Shareholder   Shareholder 
 Non-current assets 
 Intangible assets                     44,110              -        44,110        44,593 
 Investment property                1,274,452      1,274,411            41            40 
 Property, plant and 
  equipment                             1,216              -         1,216         1,148 
 Investments                        1,813,057      1,813,057             -             - 
 Deferred tax asset                       595              -           595           124 
                                 ------------  -------------  ------------  ------------ 
                                    3,133,430      3,087,468        45,962        45,905 
                                 ------------  -------------  ------------  ------------ 
 Current assets 
 Trade and other receivables           18,055          8,344         9,711         8,832 
 Cash and cash equivalents            431,576        403,558        28,018        25,673 
 Current tax asset                        243            243             -             - 
                                 ------------  -------------  ------------  ------------ 
                                      449,874        412,145        37,729        34,505 
                                 ------------  -------------  ------------  ------------ 
 
 Total assets                       3,583,304      3,499,613        83,691        80,410 
                                 ------------  -------------  ------------  ------------ 
 
 LIABILITIES 
 Current liabilities 
 Trade and other payables              15,204          8,909         6,295         5,310 
 Deferred income                       24,601         13,194        11,407        10,928 
 Borrowings                            30,005         26,847         3,158         3,158 
 Provisions                               500              -           500           641 
 Deferred consideration                   255              -           255           341 
 Current tax liability                    991              -           991           295 
                                 ------------  -------------  ------------  ------------ 
                                       71,556         48,950        22,606        20,673 
                                 ------------  -------------  ------------  ------------ 
 Non-current liabilities 
 Borrowings                            56,525         45,235        11,290        14,406 
 Provisions                                 -              -             -           259 
 Deferred consideration                   125              -           125           454 
 Non-participating investment 
  contract liabilities              3,405,428      3,405,428             -             - 
                                                                            ------------ 
                                    3,462,078      3,450,663        11,415        15,119 
                                 ------------  -------------  ------------  ------------ 
 
 Total liabilities                  3,533,634      3,499,613        34,021        35,792 
                                 ------------  -------------  ------------  ------------ 
 
 Net assets                            49,670              -        49,670        44,618 
                                 ------------  -------------  ------------  ------------ 
 
 Equity attributable 
  to owners of the parent 
 Issued capital                           269              -           269           269 
 Share premium                         33,451              -        33,451        33,451 
 Equity share based payments            1,357              -         1,357           731 
 Treasury shares                        (716)              -         (716)         (250) 
 Retained earnings                     15,295              -        15,295        10,403 
                                 ------------  -------------  ------------  ------------ 
                                       49,656              -        49,656        44,604 
 
 Non-controlling interest                  14              -            14            14 
 
 Total equity                          49,670              -        49,670        44,618 
                                 ------------  -------------  ------------  ------------ 
 

16 Unaudited IFRS Consolidated Statement of Cash Flows as at 31 December 2018 split between insurance policy holders and the Group's shareholders

 
                                              2018            2018           2018           2017 
                                           GBP'000         GBP'000        GBP'000        GBP'000 
                                       Group Total    Policyholder    Shareholder    Shareholder 
 Cash flows from operating 
  activities 
 Profit before tax                          10,121               -         10,121          5,857 
 Adjustments for: 
 Depreciation                                  596               -            596            570 
 Amortisation and impairments                1,268               -          1,268          3,126 
 Interest expense                              467               -            467            554 
 Share based payment expense                   626               -            626            492 
 Fair value losses on financial 
  investments                              116,517         116,517              -              - 
 Additions of financial 
  investments                            (490,830)       (490,830)              -              - 
 Disposals of financial 
  investments                              593,549         593,549              -              - 
 Fair value gains on investment 
  properties                              (47,275)        (47,275)              -              - 
 Decrease in liability 
  for investment contracts               (156,498)       (156,498)              -              - 
 Changes in working capital: 
 Decrease/(increase) in 
  trade and other receivables                  247           1,019          (772)          (122) 
 Increase in trade and 
  other payables                               992             159            833          2,629 
 Taxes paid                                (1,375)               -        (1,375)          (999) 
 
 Net cash flows from operating 
  activities                                28,405          16,641         11,764         12,107 
                                     -------------  --------------  -------------  ------------- 
 
 Cash flows from investing 
  activities 
 Purchase of intangible 
  assets                                     (785)               -          (785)          (277) 
 Purchase of property, plant 
  & equipment                            (202,089)       (201,425)          (664)          (645) 
 Investment in employee 
  benefit trust                              (466)               -          (466)          (250) 
 Receipts from sale of 
  property, plant & equipment              180,546         180,546              -              - 
 Net cash flows from acquisitions            (421)               -          (421)          (669) 
 
 Net cash flows from investing 
  activities                              (23,215)        (20,879)        (2,336)        (1,841) 
                                     -------------  --------------  -------------  ------------- 
 
 Cash flows from financing 
  activities 
 Equity dividends paid                     (3,628)               -        (3,628)        (2,413) 
 Net proceeds from issue 
  of ordinary shares                             -               -              -             27 
 Net decrease in borrowings                (7,538)         (4,380)        (3,158)        (3,158) 
 Interest paid                               (297)               -          (297)          (504) 
 
 Net cash flows from financing 
  activities                              (11,463)         (4,380)        (7,083)        (6,048) 
                                     -------------  --------------  -------------  ------------- 
 
 Net (decrease)/increase 
  in cash and cash equivalents             (6,273)         (8,618)          2,345          4,218 
                                     -------------  --------------  -------------  ------------- 
 
 Cash and cash equivalents 
  at the beginning of the 
  year                                     437,849         412,176         25,673         21,455 
                                     =============  ==============  =============  ============= 
 Cash and cash equivalents 
  at the end of the year                   431,576         403,558         28,018         25,673 
                                     =============  ==============  =============  ============= 
 

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