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TAVI Tavistock Investments Plc

4.35
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Tavistock Investments Plc LSE:TAVI London Ordinary Share GB00BLNMLS43 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 4.35 4.00 4.70 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Finance Services 33.95M -1.4M -0.0025 -17.40 24.38M

Tavistock Investments PLC Results For Year Ended 31 March 2018 (6736S)

27/06/2018 7:00am

UK Regulatory


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TIDMTAVI

RNS Number : 6736S

Tavistock Investments PLC

27 June 2018

TAVISTOCK INVESTMENTS PLC RESULTS FOR THE YEARED 31 MARCH 2018

27 JUNE 2018

Tavistock Investments Plc ("Tavistock" or "Company") announces its financial results for the year ended 31 March 2018.

Financial highlights:

   --     47% increase in total revenues to GBP28.8 million (2017: GBP19.5 million) 
   --     132% increase in underlying EBITDA to GBP894,000 (2017: GBP384,000) 
   --     Maiden pre-tax profit of GBP221,000 

Operational highlights:

   --     Continued growth in funds under management, for the 14th consecutive quarter 
   --     44% increase in discretionary FUM to GBP866 million (2017: GBP603 million) 
   --     Tavistock Wealth achieved revenue of GBP3.6 million (2017: GBP1.6m million) 
   --     Continued improvement of the profile and performance of the advisory business 

-- 41% increase in revenues generated by ongoing advisory business to GBP25.2 million (2017: GBP17.9 million)

-- 23 firms outside of the Group's ownership have now signed up to use Tavistock Wealth's investment services

   --     Product range enhancement 
   --     The Company widened its product range through the launch of three new ACUMEN funds 

-- The Company introduced US Dollar and Euro denominated share classes to facilitate the introduction of funds from overseas investors

   --     Disposal of network subsidiary Tavistock Financial Limited ("TFL") 

-- Significantly reduced the Group's regulatory capital obligation and added GBP1 million of cash

-- The Company retained 58 advisers, transferred into The Tavistock Partnership prior to disposal

   --     Revenue reserve account 

-- The Company utilised GBP23 million of its share premium account to expunge the negative balance

-- The Company created distributable reserves, a prerequisite for the future payment of dividends

Post-period highlights:

   --     Funds launch 

-- In May 2018, the company launched two new protected funds with capital guarantees provided to investors by Morgan Stanley & Co, one of the world's largest investment companies.

Brian Raven, Group Chief Executive, said: "We are continuing to deliver increases in funds under management and to develop our advisory business. The strong organic growth we have seen this year is recognition of the trust our clients, advisers and strategic partners are placing in our business. Our commitment to develop new products and services that respond to evolving investors' needs, such as greater capital protection, will continue to be a key driver for the Group. I am very proud of what the team has achieved this year and confident in our future growth prospects."

For further information:

Tavistock Investments plc Tel: 01753 867000

Oliver Cooke, Chairman

Brian Raven, Group Chief Executive

Arden Partners Plc Tel: 020 7614 5900

Paul Shackleton

Allenby Capital Limited Tel: 020 3328 5656

Nick Naylor

Nick Athanas

Vested EMEA Tel: 020 3890 8120

Elspeth Rothwell

Paul Andrieu

CHAIRMAN'S STATEMENT

FOR THE YEARED 31 MARCH 2018

The Group has made significant progress during the year in both its investment management and advisory businesses.

Investment Management

The provision of discretionary investment management services lies at the heart of the Group's commercial activities. Funds under management (FUM) continued to grow rapidly and I am pleased to report an increase of GBP263 million (44%), from GBP603 million at the start of the financial year to GBP866 million at 31 March 2018. Indeed, FUM have now increased in each of the 14 consecutive quarters, since the Tavistock Wealth service was launched.

http://www.rns-pdf.londonstockexchange.com/rns/6736S_1-2018-6-26.pdf

Tavistock Wealth achieved revenue of GBP3.6 million (prior year GBP1.6 million) and improved the average gross revenue generated on FUM by 14%, from 0.44% to 0.5% of FUM.

In June 2017, Tavistock Wealth launched three new ACUMEN funds; the ACUMEN Bond Portfolio, the ACUMEN Equity Portfolio and the ACUMEN Strategic Portfolio. Later in the year, it launched a range of US Dollar denominated and Euro denominated share classes to facilitate the introduction of funds from overseas investors.

The Group's investment approach of managing globally diversified, multi-asset portfolios, with currency hedging protecting nvestors against excessive risk and unexpected adverse performance, has continued to work well. I am also delighted to advise that Tavistock Wealth was a finalist in the 'Best Investment Fund Group' category at the Money Market Awards 2018.

The Group continues to make significant investment in initiatives to increase the level of FUM as this is the key driver of its profitability. This may have an impact on its reported performance in the short-term. Twenty three firms outside of the Group's ownership have now signed up to use Tavistock Wealth's services and several affinity (joint marketing) relationships are being developed.

In May 2018, after the year end date, the Company launched two new funds; the ACUMEN Capital Protection Portfolio ("ACPP") and the ACUMEN Income-Protection Portfolio ("AIPP"). These funds provide capital guarantees to investors, ensuring that the value of the ACPP can never fall below 90% of its highest ever price, and the AIPP (which takes slightly more risk) below 85%. The guarantees are provided by Morgan Stanley & Co, one of the world's largest investment companies.

The willingness of world scale institutions, such as BlackRock and Morgan Stanley, to partner with the Group's investment business is a significant endorsement of the skill and expertise within Tavistock Wealth.

Advisory

Gross revenues generated by the ongoing advisory business rose by 41% from GBP17.9 million to GBP25.2 million.

No further acquisitions have been made in the year and in August, the Company announced the disposal of a network subsidiary, Tavistock Financial Limited ("TFL"), to Sanlam UK for a cash consideration of GBP1 million. This transaction had the additional benefit of reducing the Group's regulatory capital obligation, as on a stand-alone basis this business' requirement would have been in excess of GBP500,000. During the period, this now discontinued operation had gross revenues of GBP7.7 million and a loss of GBP25,000.

TFL resulted from the acquisition of Standard Financial Group ("SFG") in February 2015. Acquiring this business was a relatively inexpensive means of the Group attaining critical mass and establishing itself as a national operator, at an early stage in its development.

The Company invested a little under GBP1.2 million in acquiring and restructuring SFG, establishing TFL, transferring all staff and advisers to it and liquidating SFG. The Company subsequently recovered some GBP1.6 million from the TFL business.

In addition, prior to announcement of the disposal, 58 advisers had transferred out of TFL into another Group network, The Tavistock Partnership. These advisers are keen to develop a closer commercial relationship with the Company, including recommending the use of its centralised investment proposition to their clients when appropriate to do so.

Financial Performance

During the year, the Group's ongoing businesses generated EBITDA of GBP894,000, before one-off re-organisation costs of GBP160,000, and it is reporting a maiden pre-tax profit of GBP221,000, on gross revenue of GBP28.8 million (year to 31 March 2017, EBITDA GBP384,000, pre-tax loss of GBP1.2 million, gross revenue GBP19.5 million). At the year end, the Group had net assets of GBP18.7 million (31 March 2017: GBP18.1 million) and having disposed of TFL for GBP1 million, settled over GBP2 million of deferred consideration obligations and repaid a GBP250,000 loan facility, it had cash resources of GBP3.1 million (31 March 2017: GBP4.5 million).

EBITDA is highlighted in the table below. This is considered to be the most appropriate measure of the Group's performance as it removes the distorting effect of one-off gains and losses that arise on acquisitions, and the impact of non-cash items.

The financial performance of the Group's ongoing business during the year can be summarised as follows:

 
                                      6months      6 months      Year ended 
                                        ended        ended       31 Mar 2018 
                                       30 Sept    31 Mar 2018     Full Year 
                                        2017          H2           GBP'000 
                                         H1         GBP'000 
                                       GBP'000 
 Gross Revenues                         12,361         16,451         28,812 
                                     ---------  -------------  ------------- 
 Underlying EBITDA                         297            597            894 
                                     ---------  -------------  ------------- 
 Reorganisation costs                      160              -            160 
                                     ---------  -------------  ------------- 
 Reported EBITDA                           137            597            734 
                                     ---------  -------------  ------------- 
 Depreciation & amortisation             (484)          (487)          (971) 
                                     ---------  -------------  ------------- 
 Share based payments                    (134)            (1)          (135) 
                                     ---------  -------------  ------------- 
 Gain on disposals and exceptional 
  costs                                    471            390            861 
                                     ---------  -------------  ------------- 
 Profit from Operations                   (10)            499            489 
                                     ---------  -------------  ------------- 
 

The financial performance of the Group's ongoing business during the past two years can be summarised as follows:

 
                                     Year ended     Year ended    Movement 
                                     31 Mar 2017    31 Mar 2018 
                                       GBP'000        GBP'000 
 Gross Revenues                           19,539         28,812   47% increase 
                                   -------------  -------------  -------------- 
 Underlying EBITDA                           384            894   132% increase 
                                   -------------  -------------  -------------- 
 Reorganisation costs                          -            160 
                                   -------------  -------------  -------------- 
 Reported EBITDA                             384            734   91% increase 
                                   -------------  -------------  -------------- 
 Depreciation & amortisation               (774)         ( 971)   25% increase 
                                   -------------  -------------  -------------- 
 Share based payments                      (306)          (135)   56% decrease 
                                   -------------  -------------  -------------- 
 Exceptional (costs)/ income               (308)            861 
                                   -------------  -------------  -------------- 
 Profit / (Loss) from Operations         (1,004)            489 
                                   -------------  -------------  -------------- 
 Earnings / (Loss) per share             (0.13)p          0.05p 
                                   -------------  -------------  -------------- 
 Net assets at year end                   18,181         18,690   3% increase 
                                   -------------  -------------  -------------- 
 Cash Resources at year end                4,558          3,111   32% decrease 
                                   -------------  -------------  -------------- 
 

Group Matters

In February 2018, with the approval of shareholders and the consent of the Courts, the Company utilised GBP23 million of its share premium account to expunge the negative balance on its revenue reserve account. This created distributable reserves which are a prerequisite for the future payment of dividends, as and when Directors consider it prudent to do so.

Future Prospects

The Group has now made the breakthrough of reporting a pre-tax profit and its future prospects are excellent.

The table above and the two graphs below illustrate the considerable strides that the Company has made over the past few years.

http://www.rns-pdf.londonstockexchange.com/rns/6736S_2-2018-6-26.pdf

http://www.rns-pdf.londonstockexchange.com/rns/6736S_3-2018-6-26.pdf

The Group benefits from a high degree of earnings visibility and based upon the anticipated revenue to be generated on existing FUM from the start of the current year, and upon the Group's current cost base, it would be reasonable to anticipate that the Company will report significantly improved performance for the current financial year.

Whilst there can be no certainty as to the level, or timing, of future fund inflows, any continued growth in the level of FUM will further enhance those results.

Initial reaction to the newly introduced capital protection products has been positive and once these funds are available to investors on more platforms, we expect demand to grow rapidly.

The payment of an initial dividend and the subsequent management of a dividend stream for the benefit of shareholders remains one of the Board's prime objectives. It is currently anticipated that the first opportunity for the payment of a dividend will be in the second half of the current financial year.

I would like to take the opportunity to acknowledge the significant contribution made by our excellent staff and to thank them, and in particular the management team, for their hard work and dedication over the past year.

I look forward to updating you further.

Oliver Cooke

Chairman

26 June 2018

TAVISTOCK INVESTMENTS PLC

STRATEGIC REPORT

FOR THE YEARED 31 MARCH 2018

BUSINESS REVIEW

As has been stated in the Chairman's Statement, the provision of investment management services on a discretionary basis lies at the heart of the Group's commercial activities and the Company's prime objective is to continue to grow the level of funds under management. Another important strategic objective is the continued improvement of the profile and the performance of the Group's advisory business, ensuring that regulatory risk is minimised as far as possible and that it is appropriately matched to potential commercial reward.

The performance of the investment management business was enhanced through the achievement of strong organic growth in the level of FUM. The business also widened its product range through the launch of three new ACUMEN funds and the introduction of new US Dollar and Euro denominated share classes. After the year end date, the Company launched a new range of capital protected products with daily liquidity, and with capital guarantees being provided by one of the World's largest investment companies, Morgan Stanley. It also continued to encourage advisory firms outside of the ownership of the Group to make use of the Group's investment management services.

The profile of the Group's advisory business was improved by disposing of a traditional network operation that no longer fitted with the Group's strategy, Tavistock Financial Limited, to Sanlam UK Limited for GBP1,000,000. Ahead of the disposal, 58 members who are keen to develop a closer working relationship with the Group had transferred into another network business, The Tavistock Partnership Limited. The transaction strengthened the Group's cash resources and simultaneously reduced its regulatory capital obligations.

The performance of the Group's ongoing advisory business improved significantly during the year with gross revenues rising by 41%, from GBP17.9 million in the previous year, to GBP25.2 million.

In addition, the Board continued to take steps to invest in future growth. The Chairman's Statement contains further details on the progress and performance of the Group.

In the current financial year, the Board's focus will be on the following areas:

   --      continuing the growth in FUM, 
   --      launching new funds where appropriate to meet perceived market needs 
   --      improving access to the Group's products and services 
   --      the development of affinity relationships with strategic partners 

-- encouraging the use of the Group's investment management services by advice firms outside of the Group's ownership,

   --      developing an overseas operation, 
   --      refining the profile of the advisory business 
   --      continuing organic growth through the recruitment of additional advisers, and 
   --      potentially, through further selective acquisitions. 

Risks and Uncertainties:

The principal commercial risks facing the business relate to the continued growth in the level of FUM and continued recruitment of advisors.

There can be no certainty that the rapid pace at which FUM have grown historically will continue into the future or that the business will continue to attract new advisers at the same pace. However, the newly introduced capital protected products have been well received thus far and a number of other initiatives targeting the introduction of additional funds are being pursued. The Board remains confident that good progress will continue.

The nature of the final BREXIT arrangements and the consequential economic impact remain unknown and the gradual decline in the level of quantitative easing in international financial markets is causing interest rates to begin a gradual rise. During this period of transition, the Group's investment approach, of hedging against currency exposures and targeting globally diversified multi-asset portfolios, should continue to serve the investor well.

The Group continues to face the usual risks of operating within a regulated environment, but to mitigate these risks the Board actively promotes an ethos of acting at all times with honour, dependability and vigilance, and a culture in which the client is placed at the centre of everything that the Company does.

The Board considers that the Group has sufficient working capital for its current needs.

Future Prospects:

The Group has reported a profit at the pre-tax level for the first time and its future prospects are considered to be excellent.

The Group benefits from a high degree of earnings visibility and the level of funds under management at the start of the current fiscal year and the management team's track record for attracting additional funds, leads the Board to anticipate the reporting of improved performance over the coming year.

I look forward to updating you on our progress.

Approved by the Board of Directors and signed on its behalf by

Oliver Cooke

Chairman

26 June 2018

TAVISTOCK INVESTMENTS PLC

DIRECTORS' REPORT

FOR THE YEARED 31 MARCH 2018

The Directors are pleased to present their report on the audited financial statements of the Group for the year ended 31 March 2018.

Principal Activities, Review of the Business and Future Developments

The principal activities of the Group during the period were the provision of investment management services and the provision of support services to a network of financial advisers. The key performance indicators recognised by management are operating profit, as represented by underlying EBITDA, and the level of funds under management by the Group.

An overall review of the Group's trading performance and future prospects is given in the Chairman's Statement and the Strategic Report. The Group is not materially impacted by environmental matters and as a consequence does not offer comment on them.

Substantial shareholdings

The Company has been advised of the following interests in more than 3% of its ordinary share capital as at 26 June 2018:

 
 Name                   Number of shares   % of Ordinary shares 
  Brian Raven              63,855,712             11.89% 
  Andrew Staley            52,294,667             9.73% 
   City Financial          48,333,333             9.00% 
    Christopher Peel       29,618,627              5.51% 
  Kevin Mee                27,066,666             5.04% 
  Paul Millott             27,000,000             5.03% 
   Malcolm Harper          26,400,000             4.91% 
    Oliver Cooke           26,188,556              4.88% 
 
 

Directors

The Directors of the Company during the period were:

Executives:

Oliver Cooke

Brian Raven

Non - Executives:

Roderic Rennison

Philip Young (resigned 31 July 2017)

Peter Dornan (appointed 22 August 2017)

Oliver Cooke

Chairman, aged 63

Oliver has over 35 years of financial and business development experience gained in a range of quoted and private companies including over fifteen years' experience as a public company director. He has considerable experience in the fields of strategic transformation, acquisitions, disposals and fundraisings. Oliver is a Chartered Accountant and a Fellow of the Chartered Association of Certified Accountants.

Brian Raven

Group Chief Executive, aged 62

Brian has been involved in the financial services sector since 2010. He has a wide range of business experience, having held many sales and general management posts at senior management and board level, including running public companies on both AIM and the Official List. Most notably, in 1991 Brian founded Card Clear Plc, subsequently renamed Retail Decisions plc, a business engaged in combating the fraudulent use of plastic payment cards. He led the company until 1998 by which time it was an international group, listed on AIM, with a market capitalisation of some GBP100 million. As a principal, Brian has been responsible for identifying, negotiating and integrating numerous acquisitions, as well as for delivering organic growth.

Roderic Rennison

Non-Executive Director, Chairman of Remuneration Committee, aged 63

Roderic has more than 40 years of experience in financial services encompassing a variety of roles including sales, strategy, product development, proposition, operations and latterly acquisitions, mergers, and integrations together with corporate affairs, risk and regulatory matters. He provides consultancy services in the sector to a range of providers, fund managers and intermediaries and particularly specialises on RDR, for which he chaired the professionalism and reputation work stream.

Peter Dornan

Non-Executive Director, Chairman of Audit Committee, aged 62

Peter has spent more than 40 years in the financial services industry. Having joined AEGON in 1981 as a sales consultant he progressed through a series of sales and general management positions to being appointed to the executive management board in 1999. He had executive responsibility for post-acquisition integration of a number of businesses including Guardian Assurance, Positive Solutions and Origen. Peter was also responsible for Scottish Equitable International in Luxembourg from 1996 until 2002 and was appointed chairman of AEGON Ireland when it was launched in 2002. Since 2012, Peter has acted as a consultant to a number of businesses within the financial services sector with a particular emphasis on governance, risk management and financial controls.

Corporate Governance

The Board confirms that the Group has had regard, throughout the accounting period, to the provisions set out in the UK Corporate Governance Code which was issued by the Financial Reporting Council in April 2016. Whilst not required to do so the Directors, as a matter of best practice, have voluntarily endeavoured to comply with those of the provisions which they consider to be relevant to a company of this size.

The Board does not consider the Group to be sufficiently large to warrant the establishment of a dedicated internal audit function.

Diversity

Tavistock is an equal opportunities employer and does not discriminate against staff on the basis of disability, gender, ethnicity or sexual orientation.

The Board of Directors

The Board currently comprises two executive Directors and two non-executive Directors.

The non-executive Directors have a strong compliance background and are considered to be independent. All Directors are required to stand for re-election at least once in every three years.

All members of the Board are equally responsible for the management and proper stewardship of the Group. The non-executive Directors are independent of management and free from any business or other relationship with the Company or Group and are thus able to bring independent judgment to issues brought before the Board.

The Board meets at least ten times per year and more frequently where necessary to approve specific decisions. Directors may take independent professional advice at the Company's expense.

The Audit Committee

The Audit Committee is comprised of the Chairman, who is a Chartered Accountant and has been a partner in a public practice, and the independent non-executive Directors. It determines the terms of engagement of the Company's auditors and, in consultation with the auditors, the scope of the audit. The Audit Committee receives and reviews reports from management and the Company's auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Company. The Audit Committee has unrestricted access to the Company's auditors.

During the year under review the Audit Committee met twice.

The Nomination Committee

The Directors do not consider it necessary for a company of this size to have a separate Nomination Committee.

Communication with shareholders

The Chairman and the Chief Executive are available to meet with institutional shareholders and to answer questions from private shareholders. The Board is open to receiving constructive input from shareholders. Each shareholder receives the annual report, which contains the Chairman's Statement. The annual and interim reports, together with other corporate press releases are made available on the Company's website www.tavistockinvestments.com. The Annual General Meeting provides a forum for shareholders to raise issues with the Directors. The Notice convening the meeting is issued with 21 clear days' notice. Separate resolutions are proposed on each substantially separate issue.

Going concern

The Directors confirm that they are satisfied the Group has adequate resources to continue its business for the foreseeable future and on this basis, they continue to adopt the going concern basis in preparing the accounts.

Financial instruments

Details of the use of financial instruments by the Group are contained in Note 14 of the financial statements.

Share capital

Changes to share capital during the period are given in Note 15 to the accounts.

Charitable and Political Donations

The Group did not make any political donations in the period but made charitable donations totalling GBP9,975 (2017: GBP13,843).

Dividends

The Directors do not propose a final dividend (2017: GBPNil)

Auditors

A resolution reappointing haysmacintyre will be proposed at the Annual General Meeting in accordance with S489 of the Companies Act 2006.

Supplier payment policy

The Group's policy is to agree terms of payment with suppliers when entering into a transaction, ensure that those suppliers are aware of the terms of payment by including them in the terms and condition of the contract and pay in accordance with contractual obligations. Trade creditors at 31 March 2018 represented 27 days' purchases (2017: 14 days).

Internal control

The Directors are aware of the UK Corporate Governance Code which was issued by the Financial Reporting Council in April 2016. The key elements of the systems, which have regard to the size of the Group, are that the Board meets regularly and takes the decisions on all material matters, the organisational structure ensures that responsibilities are defined and authority only delegated where appropriate, and that regular management accounts are presented to the Board to enable the financial performance of the Group to be analysed.

The Directors acknowledge that they are responsible for the system of internal control which is established in order to safeguard the assets, maintain proper accounting records and ensure that financial information used within the business or published is reliable. Any such system of control can, however, only provide reasonable, not absolute, assurance against material misstatement or loss.

In preparing the financial statements, the Directors are required to:

-- select suitable accounting policies in accordance with IAS 8 Accounting Policies, changes in Accounting Estimates and Errors and then apply them consistently;

-- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

-- state that the Group has complied with IFRSs, subject to any material departures disclosed and explained in the financial statements, and make judgments and estimates that are reasonable and prudent.

Directors' responsibilities

The Directors are responsible for preparing the annual report and financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial period. Under that law the Directors have elected to prepare the Group financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and the Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice United Kingdom Accounting Standards and applicable law. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group for that period.

The Directors are also required to prepare financial statements in accordance with the rules of the London Stock Exchange for companies trading securities on the Alternative Investment Market.

In preparing these financial statements, the Directors are required to:

   --     select suitable accounting policies and then apply them consistently; 
   --     make judgments and estimates that are reasonable and prudent; 

-- for the Group financial statements, state whether they have been prepared in accordance with IFRSs as adopted by the European Union;

-- for the parent company financial statements, state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and the parent company will continue in business.

Directors' responsibilities (continued)

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

Website publication

The Directors are responsible for ensuring the annual report and the financial statements are made available on a website. Financial statements are published on the Company's website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company's website is the responsibility of the Directors. The Directors' responsibility also extends to the ongoing integrity of the financial statements contained therein.

Directors' interests

The Directors beneficial interests in the Ordinary Share Capital and options to purchase such shares were as follows:

 
                                                      Ordinary shares of 1p each 
                                      31 March 2018                       31 March 2017 
                                Share options     Shares      Share options      Shares 
 Executive Directors: 
 Oliver Cooke                      11,600,000   26,188,556         1,600,000   25,388,556 
 Brian Raven                       11,600,000   63,855,712         1,600,000   62,319,379 
 
 
   Non-executives Directors: 
 
   Roderic Rennison                         -      250,000                 -      250,000 
   Peter Dornan                             -            -                 -            - 
 Phillip Young                              -            -                 -      500,000 
 

Research and Development

The Group is continuing to develop a software system for use by its advisers but has not undertaken any other any research and development activities

Directors' statement as to disclosure of information to auditors

The Directors have taken all of the steps required to make themselves aware of any information needed by the Group's auditors for the purposes of their audit and to establish that the auditors are aware of that information.

The Directors are not aware of any audit information of which the auditors are unaware.

Approved by the Board of Directors and signed on its behalf by

Oliver Cooke

Chairman

26 June 2018

TAVISTOCK INVESTMENTS PLC

REMUNERATION REPORT

FOR THE YEARED 31 MARCH 2018

Compliance

Described below are the principles that the Group has applied in relation to Directors' remuneration.

The Remuneration Committee

The Remuneration Committee comprises the non-executive Directors. Mindful of the need to attract, retain and reward key staff, the Committee reviews the scale and structure of the executive Directors' and senior employees' remuneration and the terms of their service or employment contracts, including share option schemes and other bonus arrangements.

The remuneration of, and the terms and conditions applying to, the non-executive Directors are determined by the entire Board.

During the year under review, the Remuneration Committee met twice, and all members attended.

Share options

The share options granted to the Directors under the Company's EMI (Enterprise Management Incentive) Share Option Scheme or as unapproved options can be summarised as follows.

 
                 Number       Issued      EMI /          Exercise   Number       Vesting       Date           Expiry 
                  at start     in the     Unapproved      price      at end       Condition     from           date 
                  of period    period                     (pence)    of period                  which 
                                                                                                exercisable 
 Executive 
  Directors 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                               Oct 
 Oliver Cooke    800,000      -           EMI            5.25       800,000                     2017          Oct 2024 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                               Oct 
 Oliver Cooke    800,000      -           EMI            5.25       800,000                     2019          Oct 2024 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                 GBP5 mill     Apr 
 Oliver Cooke                 5,000,000   EMI            5.25       5,000,000    pre-tax        2017          Apr 2027 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                 GBP1.5Bn      Apr 
 Oliver Cooke                 5,000,000   Unapproved     5.25       5,000,000    FUM            2017          Apr 2027 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                               Oct 
 Brian Raven     800,000      -           EMI            5.25       800,000                     2017          Oct 2024 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                               Oct 
 Brian Raven     800,000      -           EMI            5.25       800,000                     2019          Oct 2024 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                 GBP5 mill     Apr 
 Brian Raven                  5,000,000   EMI            5.25       5,000,000    pre-tax        2017          Apr 2027 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
                                                                                 GBP1.5Bn      Apr 
 Brian Raven                  5,000,000   Unapproved     5.25       5,000,000    FUM            2017          Apr 2027 
                -----------  ----------  -------------  ---------  -----------  ------------  -------------  --------- 
 

The market price of the shares at 31 March 2018 was 3.06 pence (2017: 2.625 pence) and the range during the financial period was 2.625 pence to 4.00 pence.

After the balance sheet date, on 1 April 2018, the Company announced that it had inter alia, granted unapproved options over an additional two tranches of 7,500,000 shares each, total 15,000,000 shares, to Oliver Cooke and over an additional two tranches of 10,000,000 shares each, total 20,000,000 shares, to Brian Raven. In each case, the exercise price of the first tranche was 6p per share, representing a premium of 97% over the then market price with vesting being conditional upon the Company's achievement of GBP1.8 billion of FUM. The exercise price of the second tranche was 6.5p per share, representing a premium of 113% over the then market price with vesting being conditional upon the Company's achievement of GBP7 million of pre-tax profit in a single financial year.

Service contracts

The term of the Directors' service contracts can be summarised as follows:

 
 Executive Directors       Commencement date     Term 
 
 Oliver Cooke              3 May 2013            Fixed to 31 March 2020, terminable 
                                                  thereafter on twelve months' 
                                                  notice 
 Brian Raven               12 May 2014           Fixed to 31 March 2020, terminable 
                                                  thereafter on twelve months' 
                                                  notice 
 
 Non-executive Directors 
 
 Roderic Rennison          12 May 2014           Initial term 2 years, terminable 
                                                  at any time on three months' 
                                                  notice 
 Peter Dornan                22 August 2017      Initial term 2 years, terminable 
                                                  at any time on three months' 
                                                  notice 
 
 

Directors' remuneration

Details of each Director's remuneration are provided in Note 5 to the financial statements entitled Staff Costs.

On behalf of the Board

Oliver Cooke

Chairman

26 June 2018

TAVISTOCK INVESTMENTS PLC

INDEPENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF TAVISTOCK INVESTMENTS PLC

FOR THE YEARED 31 MARCH 2018

Opinion

We have audited the financial statements of Tavistock Investments Plc (the 'parent company') and its subsidiaries (together the 'Group') for the year ended 31 March 2018 which comprise Consolidated Statement of Comprehensive Income, Consolidated and Company Statements of Financial Position, Consolidated Statement of Cash Flows, Company and Consolidated Statements of Changes in Equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union and, as regards the parent company financial statements, UK Generally Accepted Accounting Principles ("UK GAAP") including Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland and the provisions of the Companies Act 2006.

In our opinion, the financial statements:

-- give a true and fair view of the state of the Group's and of the parent company's affairs as at 31 March 2018 and of the group's profit for the year then ended;

-- have been properly prepared in accordance with IFRSs as adopted by the European Union in the case of the Group financial statements and UK GAAP including Financial Reporting Standard 102 in the case of the Company financial statements; and

-- have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:

-- the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-- the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the group's or the parent company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Valuation of deferred consideration

The Group has significant deferred consideration liabilities recognised in its Statement of Financial Position arising from acquisitions of subsidiary entities in prior financial periods. There is a risk that variations to arrangements or performance may result in the liabilities being materially misstated.

Our audit work included but was not restricted to a review of payments made during the year, together with a review of management's assessment of amounts payable as at 31 March 2018 in conjunction with supporting audit evidence.

Valuation of intangible assets

The Group has significant intangible assets that have arisen as a result of the acquisition of subsidiary entities in prior financial periods. These assets include goodwill arising on consolidation and intangible assets recognised at fair value on acquisition. There is a risk that on consolidation, the valuation of intangible assets including goodwill are overstated.

Our audit work included but was not restricted to a consideration of impairment reviews prepared by management and scrutiny of associated calculations and forecasts used in determining expected future results. Our review was performed using recent financial performance and our understanding of the Group's business model.

FCA regulations

A number of the Group's subsidiaries are regulated by the Financial Conduct Authority ("the FCA") and there is a risk that instances of non-compliance may result in the Group's inability to continue as a going concern.

Our audit work included but was not restricted to a review of correspondence and regulatory filings with the FCA to consider whether any indications of non-compliance or disciplinary action existed.

Our application of materiality

The scope and focus of our audit was influenced by our assessment and application of materiality. We define materiality as the magnitude of misstatement that could reasonably be expected to influence the readers and the economic decisions of the users of the financial statements. We use materiality to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and on the financial statements as a whole.

Materiality for the Group Financial Statements as a whole was set at GBP300,000, determined with reference to the turnover of the Group on a consolidated basis. We report to the Audit Committee any corrected or uncorrected misstatements arising exceeding GBP15,000.

Performance materiality was set at GBP225,000, being 75% of materiality.

An overview of the scope of our audit

Our audit scope included all components and was performed to component materiality. Our audit work therefore covered 100% of group revenue, group profit and total group assets and liabilities. It was performed to the materiality levels set out above.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-- the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

-- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-- the parent company financial statements are not in agreement with the accounting records and returns; or

-- certain disclosures of directors' remuneration specified by law are not made; or

-- we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 11, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

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

Simon Wilks (Senior Statutory Auditor) 10 Queen Street Place

For and on behalf of haysmacintyre, Statutory Auditors London

26 June 2018 EC4R 1AG

TAVISTOCK INVESTMENTS PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEARED 31 MARCH 2018

 
                                                            Year ended       Year ended 
                                                             31 March         31 March 
                                                               2018             2017 
                                                   Note      GBP'000          GBP'000 
 
 Revenue - continuing operations                    3             28,812           19,539 
 
 Cost of sales - continuing operations                          (18,332)         (13,502) 
                                                            ------------     ------------ 
 Gross profit                                                     10,480            6,037 
 
 Administrative expenses- continuing 
  operations                                                     (9,991)          (7,041) 
                                                          --------------   -------------- 
 Profit/(Loss) from Operations                      4                489          (1,004) 
 
 Memorandum: 
  Adjusted EBITDA                                                    734              384 
 Depreciation & amortisation                                       (971)            (774) 
 Gain on disposals                                                   905               41 
 Share based payments                                              (135)            (306) 
 Acquisition related costs and exceptional 
  items                                                             (44)            (349) 
                                                          --------------   -------------- 
 Profit/(Loss) from Operations                                       489          (1,004) 
------------------------------------------------  -----  ---------------  --------------- 
 
 
 Finance costs                                                     (268)            (203) 
                                                            ------------     ------------ 
 Profit/(Loss) before taxation and attributable 
  to equity holders of the parent                                    221          (1,207) 
 
 Taxation                                           6                 29              552 
                                                            ------------     ------------ 
 Profit/(Loss) from continuing operations 
 
  Discontinued operations (net of tax)                               250            (655) 
 
  Profit/(Loss) after taxation and attributable                       25               79 
  to equity holders of the parent and                       ------------     ------------ 
  total comprehensive income for the 
  period                                                             275            (576) 
                                                                  ======           ====== 
 Earnings/(Loss) per share (continuing 
  operations) 
 Basic and diluted                                  7              0.05p          (0.13)p 
                                                                  ======          ======= 
 

TAVISTOCK INVESTMENTS PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 MARCH 2018

 
                                                   31 March 2018                            31 March 2017 
                                            GBP'000             GBP'000              GBP'000             GBP'000 
 ASSETS 
 Non-current assets 
 Property, plant and equipment    8                                       490                                      381 
 Intangible assets                9                                    19,136                                   19,954 
                                                            -----------------                        ----------------- 
 Total non-current assets                                              19,626                                   20,335 
 
 Current assets 
 Trade and other receivables      10               3,334                                    2,149 
 Cash and cash equivalents                         3,111                                    4,558 
                                       -----------------                        ----------------- 
 Total current assets                                                   6,445                                    6,707 
                                                            -----------------                        ----------------- 
 Total assets                                                          26,071                                   27,042 
 
 LIABILITIES 
 
 Current liabilities              11                                  (4,703)                                  (5,319) 
 
 Non-current liabilities 
 Other payables                   11                                        -                                  (1,100) 
 Loans                            11                                  (2,233)                                  (2,000) 
 Provisions                       12                                     (40)                                     (46) 
 Deferred taxation                13                                    (405)                                    (396) 
                                                           ------------------                       ------------------ 
 Total liabilities                                                    (7,381)                                  (8,861) 
                                                           ------------------                       ------------------ 
 Total net assets                                                      18,690                                   18,181 
                                                                    =========                                ========= 
 Capital and reserves 
 attributable 
 to owners 
 of the parent 
 Share capital                    15                                   12,720                                   12,685 
 Share premium                                                          4,882                                   27,818 
 Retained earnings/(deficit)                                            1,088                                 (22,322) 
                                                           ------------------                       ------------------ 
 Total equity                                                          18,690                                   18,181 
                                                                    =========                                ========= 
 

The financial statements were approved by the Board and authorised for issue on 26 June 2018.

Oliver Cooke

Chairman

TAVISTOCK INVESTMENTS PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEARED 31 MARCH 2018

 
                                                                                Retained 
                                                                               (deficit)/ 
                                           Share capital    Share premium       earnings       Total equity 
                                              GBP'000          GBP'000          GBP'000          GBP'000 
 
 31 March 2016                                     10,262           20,688         (22,052)            8,898 
                                           --------------   --------------   --------------   -------------- 
 Issue of shares                                    2,423            7,130                -            9,553 
 
 Loss after tax and total comprehensive 
  income                                                -                -            (576)            (576) 
 
   Equity settled share based 
   payments                                             -                -              306              306 
                                           --------------   --------------   --------------   -------------- 
 31 March 2017                                     12,685           27,818         (22,322)           18,181 
                                           --------------   --------------   --------------   -------------- 
 
 Issue of shares (net)                                 35               64                -               99 
 
 Profit after tax and total 
  comprehensive income                                  -                -              275              275 
 
 Equity settled share based 
  payments                                              -                -              135              135 
 
 Reduction of share premium                             -         (23,000)           23,000                - 
                                           --------------   --------------   --------------   -------------- 
 31 March 2018                                     12,720            4,882            1,088           18,690 
                                           --------------   --------------   --------------   -------------- 
 

On 27 February 2018, the Group reduced its share premium account by GBP23m by special resolution, resulting in a corresponding transfer of this balance to retained earnings.

TAVISTOCK INVESTMENTS PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEARED 31 MARCH 2018

 
                                                   Year ended                               Year ended 
                                                  31 March 2018                            31 March 2017 
                                          GBP'000             GBP'000              GBP'000             GBP'000 
 
  Cash flows from operating 
  activities 
 Profit/(Loss) before tax 
 
  Adjustments for:                                                      246                                  (1,128) 
 Share based payments                                                   135                                      306 
 Depreciation on property plant 
  and equipment                                                         147                                       93 
 Amortisation of intangible assets                                      824                                      681 
 Gain on disposal of subsidiary                                       (905)                                        - 
 Net Finance costs                                                      268                                      204 
                                                          -----------------                        ----------------- 
 Cash flows from operating 
 activities 
 before changes 
 in working capital                                                     715                                      156 
 
 (Increase)/Decrease in trade and 
  other receivables                                                 (1,245)                                    2,068 
 Increase/(Decrease) in trade and 
  other payables                                                        713                                  (2,556) 
 Corporation tax paid                                                  (46)                                    (161) 
                                                          -----------------                        ----------------- 
 Cash generated/used in operations                                      137                                    (493) 
 
 Investing activities 
 Finance income                                      -                                        1 
 Development of intangible assets                    -                                    (199) 
 Purchase of property, plant and 
  equipment                                      (291)                                    (180) 
 Proceeds on disposals                             965                                       50 
 Cash on acquisition                                 -                                    2,009 
 Cash on disposal                                (164) 
 Acquisition of subsidiaries                   (2,002)                                  (4,839) 
                                     -----------------                        ----------------- 
 Net cash absorbed from investing 
  activities                                                        (1,492)                                  (3,158) 
 
 Financing activities 
 Finance costs                                   (276)                                    (205) 
 New loans and finance leases                      334                                    2,000 
 Loan Repayments                                 (250) 
 Issue of new share capital (net 
  of costs)                                        100                                    3,029 
                                     -----------------                        ----------------- 
 Net cash from financing 
  activities                                                           (92)                                    4,824 
                                                          -----------------                        ----------------- 
 Net (decrease)/increase in cash 
  and cash equivalents                                              (1,447)                                    1,173 
 
 Cash and cash equivalents at 
  beginning 
  of the period                                                       4,558                                    3,385 
                                                         ------------------                       ------------------ 
 Cash and cash equivalents at end 
  of the period                                                       3,111                                    4,558 
                                                                  =========                                ========= 
 
 
 
 

Reconciliation of net cashflow to movement in net debt: Year ended Year ended

                                                                                                                                  31 March 2018      31 March 2017 
                                                                                                                                            GBP000                      GBP000 

Net (decrease)/increase in cash and cash equivalents (1,447) 1,173

New loans and finance leases (334) (2,000)

Repayment of loans 250 -

                                                                                                                                    -----------------                     ----------------- 

Movement in net debt in the year (1,531) (827)

Net debt at 1 April 2,308 3,135

                                                                                                                                                                                                                                                           -----------------                                        ------------------ 

Net Debt at 31 March 777 2,308

                                                                                                                                                                                                                                                        =========                                       ========= 

TAVISTOCK INVESTMENTS PLC

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARED 31 MARCH 2018

   1.            ACCOUNTING POLICIES 

Principal accounting policies

The Company is a public company incorporated and domiciled in the United Kingdom. The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

Basis of preparation

The financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations (collectively IFRS) issued by the International Accounting Standards Board (IASB) as adopted by the European Union ("adopted IFRSs") and those parts of the Companies Act 2006 which apply to companies preparing their financial statements under IFRSs.

Changes in accounting policies

Amendments to IFRS 2 Share-Based Payment (effective for accounting years beginning on or after 1 January 2018),

IFRS 15 Revenue from Contracts with Customers (effective for accounting years beginning on or after 1 January 2018) and IFRS 16 Leases (effective for accounting years beginning on or after 1 January 2019).

The implementation of these standards is not expected to have any material effect on the Group's financial statements, with the exception of IFRS 16. Specifically, the Group has assessed the impact of implementing IFRS 15 and the impact on the financial statements for the current or prior years is GBPnil. The impact that the implementation IFRS 16 will have on the financial statements is currently being assessed.

Basis of Consolidation

The Group comprises a holding company and a number of individual subsidiaries and all of

these have been included in the consolidated financial statements in accordance with the principles of acquisition accounting as laid out by IFRS 3 Business Combinations.

Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. All such revenue is reported net of discounts and Value Added Tax. Revenue represents either gross Independent Financial Adviser ("IFA") income or investment management fees receivable in respect of the period. This revenue is recognised as and when it is earned and is calculated on a monthly basis.

Intangible assets

Intangible assets include goodwill arising on the acquisition of subsidiaries and represents the difference between the fair value of the consideration payable and the fair value of the net assets that have been acquired. The residual element of Goodwill is not being amortised but is subject to an annual impairment review.

Also included within intangible assets are various assets separately identified in business combinations (such as FCA permissions, established systems and processes, adviser and client relationships and brand value) to which the Directors have ascribed a commercial value and a useful economic life. The ascribed value of these intangible assets is being amortised on a straight-line basis over their estimated useful economic life, which is considered to be between 5 and 10 years.

Internally generated intangible assets

Internally generated assets are capitalised when the technical feasibility of completing the asset so that it will be available for use is confirmed, there is a demonstrable ability to use the asset and probable future economic benefits will flow from it. Internally generated intangible assets are measured at cost and amortised over a useful life of 5 years.

Financial assets

Loans and receivables: These assets are deemed to be non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise principally through the provision of goods and services to customers (trade receivables), but also incorporate other types of contractual monetary asset. They are carried at amortised cost using the effective interest rate method.

Cash and cash equivalents: These include cash in hand and deposits held at call with UK banks.

Financial liabilities

Other financial liabilities include trade payables and other short-term monetary liabilities, which are initially recognised at fair value and subsequently carried at amortised cost using the effective interest method.

Share based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the statement of comprehensive income on a straight-line basis over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of options expected to vest at each statement of financial position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

Fair value is calculated using the Black-Scholes model, details of which are given in Note 16.

Property, plant and equipment

Property, plant and equipment are stated at cost net of accumulated depreciation and provision for impairment. Depreciation is provided on all property plant and equipment, at rates calculated to write off the cost less estimated residual value, of each asset on a straight-line basis over its expected useful life. The residual value is the estimated amount that would currently be obtained from disposal of the asset if the asset were already of the age and in the condition expected at the end of its useful economic life.

The method of depreciation for each class of depreciable asset is:

   Computer equipment                                          -     3 - 4 years straight line 
   Office fixtures, fittings & equipment                -     4 - 7 years straight line 

Impairment of Assets

Impairment tests on goodwill are undertaken annually at the balance sheet date. The recoverable value of goodwill is estimated on the basis of value in use, defined as the present value of the cash generating units with which the goodwill is associated. When value in use is less than the book value, an impairment is recorded and is irreversible.

Other non-financial assets are subject to impairment tests whenever circumstances indicate that their carrying amount may not be recoverable. Where the carrying value of an asset exceeds its estimated recoverable value (i.e. the higher of value in use and fair value less costs to sell), the asset is written down accordingly. Where it is not possible to estimate the recoverable value of an individual asset, the impairment test is carried out on the asset's cash-generating unit. The carrying value of property, plant and equipment is assessed in order to determine if there is an indication of impairment. Any impairment is charged to the statement of comprehensive income. Impairment charges are included under administrative expenses within the consolidated statement of comprehensive income.

Taxation and deferred taxation

Corporation tax payable is provided on taxable profits at prevailing rates.

Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the balance sheet differs from its tax base, except for differences arising on:

   --     the initial recognition of goodwill; and 

-- the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects neither accounting nor taxable profit.

Recognition of deferred tax assets is restricted to those instances where it is probable that future taxable profit will be available against which the asset can be utilised. The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the deferred tax liabilities/(assets) are settled/(recovered).

Deferred tax assets and liabilities are offset when the Group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority on either:

   --     the same taxable Group company; or 

-- different Group entities which intend either to settle current tax assets and liabilities on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax assets or liabilities are expected to be settled or recovered.

   2.        CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS 

The preparation of these financial statements has required management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. These judgments and estimates are based on management's best knowledge of the relevant facts and circumstances, having regard to prior experience, but actual results may differ from the amounts included in the financial statements. Information about such judgments and estimations is contained below, as well as in the accounting policies and accompanying notes to the financial statements.

Impairment of goodwill and intangible assets

The Group is required to test, on an annual basis, whether goodwill has suffered any impairment. Other intangible assets are tested whenever circumstances indicate that their carrying value may not be recoverable. The recoverable amount is determined based on value in use calculations. The Group has not impaired any goodwill or intangible assets during the year (2017: GBPNil).

   3.         SEGMENTAL INFORMATION 

A segmental analysis of revenue and expenditure for the period is:

 
                          Investment    Advisory                   Investment    Advisory 
                           Management    Support    2018            Management    Support        2017 
                            GBP'000     GBP'000     GBP'000          GBP'000     GBP'000       GBP'000 
 REVENUE 
 Fees and Commissions           3,635     25,177      28,812          1,660       17,879       19,539 
 
 Cost of Sales                  (304)   (18,028)     (18,332)         (278)      (13,224)     (13,502) 
 
 Administrative 
  Expenses                    (1,492)    (5,978)      (7,470)         (909)      (3,329)       (4,238) 
 
 Group costs                                          (2,521)                                  (2,803) 
                                                   -------------                            ------------- 
 Profit/(Loss) 
  from operations                                       489                                    (1,004) 
                                                     ======                                   ====== 
 
 

The segmental analysis above reflects the parameters applied by the Board when considering the Group's monthly management accounts. The Directors do not consider a division of the balance sheet to be appropriate or useful for the purposes of understanding the financial performance and position of the Group.

During the period under review the Group's revenue was generated exclusively within the UK.

 
 4.                                           LOSS FROM OPERATIONS 
                                                                                                                                                          2018           2017 
                                                                                                                                                       GBP'000         GBP'000 
                                              This is arrived at after charging: 
 
                                              Staff costs (see note 5)                                                                                   6,524                  4,164 
                                              Depreciation                                                                                                 147                     93 
                                              Amortisation of intangible fixed assets                                                                      824                    681 
                                              Operating lease expense - property                                                                           358                    254 
 
 
 
 Auditors' remuneration in respect of the 
  Company                                                                                                                                               9                       8 
 Audit of the Group and subsidiary undertakings                                                                                                         51                     62 
 Auditors' remuneration - non-audit services 
  -interim                                                                                                                                              2                       2 
 Auditors' remuneration - non-audit services 
  -taxation                                                                                                                                                 12                   13 
                                                                                                                   ------------ 
                                                                                                                              -                    ------------- 
                                                                                                                             74                               85 
                                                                                                                         ======                           ====== 
 
 
 
 5.    STAFF COSTS 
                                                        2018        2017 
                                                       GBP'000     GBP'000 
       Staff costs for all employees, including 
        Directors consist of: 
  Wages, fees and salaries                               5,511         3,358 
  Social security costs                                    645           356 
  Pensions                                                 233           144 
                                                   -----------   ----------- 
                                                         6,389         3,858 
  Share based payment charge                               135           306 
                                                   -----------   ----------- 
                                                         6,524         4,164 
                                                         =====         ===== 
 
 
                                                      2018           2017 
       The average number of employees of the        Number         Number 
        group during the year 
       was as follows: 
  Directors and key management                               8             7 
  Operations and administration                            125            89 
                                                   -----------   ----------- 
                                                           133            96 
                                                        ======        ====== 
 
 
 

The remuneration of the highest paid director was GBP230,310 (2017: GBP192,391). The total remuneration of key management personnel was GBP1,284,693 (2017: GBP933,259).

Directors' Detailed Emoluments

Details of individual Directors' emoluments for the year are as follows:

 
                     Salary            Benefits          Pension            Total              Total 
                     & fees             in kind        contributions         2018               2017 
                                     & allowances 
                      GBP                GBP               GBP               GBP                GBP 
 
 O Cooke                 160,000             28,185       24,000                212,185            179,788 
 B Raven                 175,000             29,060       26,250                230,310            192,391 
 P Dornan*                14,583                  -         -                    14,583                  - 
 R Rennison*              25,000                  -         -                    25,000             25,000 
 P Young*                 10,417                  -         -                    10,417             25,000 
                ----------------   ----------------   --------------   ----------------   ---------------- 
                         385,000             57,245       50,250                492,495            422,179 
                        ========            =======      =======                =======            ======= 
 

* Denotes non-executive Director

All pension contributions represent payments into defined contribution schemes.

 
 6.    TAXATION ON LOSS FROM ORDINARY ACTIVITIES 
                                                        2018           2017 
                                                      GBP'000        GBP'000 
 
  Current tax credit                                         (6)           (19) 
  Deferred tax credit                                       (23)          (509) 
                                                    ------------   ------------ 
  Tax credit for the year                                   (29)          (528) 
                                                          ======         ====== 
 
 
 
 
 
 

The tax assessed for the period differs from the standard rate of corporation tax in the UK applied to loss before tax.

 
                                                              2018              2017 
                                                            GBP'000           GBP'000 
 
    Profit/(loss) on ordinary activities 
    before tax - continuing Operations                              221            (1,207) 
  Profit on ordinary activities before 
   tax - discontinued Operations                                     25                103 
                                                           ------------       ------------ 
  Total Profit/(loss) on ordinary activities 
   before tax                                                       246            (1,104) 
                                                                 ======             ====== 
  Profit/(loss) on ordinary activities 
   at the standard rate of corporation tax 
   in the UK of 19% (2017: 20%)                                      47              (221) 
 
  Effects of: 
  Unutilised losses                                                   -                100 
  Expenses not deductible for tax purposes                           56                107 
  Other timing differences                                            -              (456) 
  Differences between capital allowances 
   and depreciation                                                (46)                 10 
  Adjustments to prior periods                                      (6)                  - 
  Non-taxable income                                              (399)               (27) 
  Adjust closing deferred tax to average 
   rate of tax                                                      (5)               (41) 
  Deferred tax not recognised                                       324                  - 
                                                            -----------        ----------- 
         Tax credit for the year                                   (29)            (528) 
                                                                 ======           ====== 
 7.     EARNINGS PER SHARE 
                                                              2018              2017 
                                                            GBP'000           GBP'000 
        Earnings/(Loss) per share has been calculated 
         using the following: 
        Earnings/(Loss) (GBP'000)                                   275              (576) 
        Weighted average number of shares ('000s)               536,951            418,662 
                                                         --------------     -------------- 
        Basic profit/(loss) per ordinary share                    0.05p            (0.13)p 
                                                                =======            ======= 
 
 

Earnings/(Loss) per ordinary share has been calculated using the weighted average number of shares in issue during the relevant financial periods. IAS 33 requires presentation of diluted EPS when a company could be called upon to issue shares that would decrease earnings per share, or increase the loss per share. The exercise price of the outstanding share options is significantly more than the average and closing share. Therefore, as per IAS33 the potential ordinary shares are disregarded in the calculation of diluted EPS.

 
 8.     TANGIBLE FIXED 
        ASSETS 
 
                                                               Office 
                                Motor         Computer        fixtures 
                                                              fittings 
                                                                and 
                             Vehicles        equipment       equipment           Total 
                              GBP'000         GBP'000         GBP'000           GBP'000 
          Cost 
          Balance at 1 
           April 2017                 28             299              584               911 
          Additions                    -             148              141               289 
          Disposals                    -           (160)            (127)             (287) 
                               ---------       ---------   --------------   --------------- 
          Balance at 31 
           March 2018                 28             287              598               913 
                               ---------       ---------   --------------   --------------- 
          Accumulated 
          depreciation 
          Balance at 1 
           April 2017                 15             207              308               530 
          Depreciation 
           charge                      4              50               93               147 
          Disposals                    -           (141)            (113)             (254) 
                               ---------       ---------   --------------   --------------- 
          Balance at 31 
           March 2018                 19             116              288               423 
                               ---------       ---------   --------------   --------------- 
          Net Book Value 
          At 31 March 
           2018                        9             171              310               490 
                                   =====           =====            =====             ===== 
          At 31 March 
           2017                       13              92              276               381 
                                   =====           =====            =====            ====== 
 
 9.    INTANGIBLE ASSETS     Customer       Regulatory        Goodwill           Other 
                             & Adviser       Approvals        Arising         Intangible 
                                                                 on 
                           Relationships     & Systems     Consolidation        Assets             Total 
                              GBP'000         GBP'000         GBP'000           GBP'000           GBP'000 
       Cost 
  Balance at 1 
   April 
   2017                            5,415           1,815           14,751               474            22,455 
  Additions                            -               -                -                 6                 6 
                           -------------   -------------    -------------      ------------   --------------- 
  Balance at 31 
   March 
   2018                            5,415           1,815           14,751               480            22,461 
                           -------------   -------------     ------------      ------------   --------------- 
       Accumulated 
       amortisation 
  Balance at 1 
   April 
   2017                            1,730             566              205                 -             2,501 
  Amortisation                       491             222                -               111               824 
                            ------------     -----------      -----------      ------------   --------------- 
  Balance at 31 
   March 
   2018                            2,221             788              205               111             3,325 
                             -----------    ------------     ------------      ------------   --------------- 
       Net Book Value 
  At 31 March 2018                 3,194           1,027           14,546               369            19,136 
                                  ======          ======           ======            ======           ======= 
  At 31 March 2017                 3,685           1,249           14,546               474            19,954 
                                  ======          ======           ======            ======           ======= 
 
 

Customer and Adviser Relationships relate to identifiable relationships between acquired companies, their adviser network and the associated client bases.

Regulatory Approvals and Systems relate to the estimated costs incurred by acquired companies in obtaining authorisations to carry on their relevant business and in putting in place the appropriate staffing and information structures.

Amortisation is charged over a period between 5 and 10 years.

 
       GOODWILL AND 
       IMPAIRMENT 
 
       The carrying value of goodwill in respect of each cash generating 
        unit is as follows: 
 
                                                                                       31 March            31 March 
                                                                                         2018                 2017 
                                                                                       GBP'000              GBP'000 
 
       Financial Advisory business                                                             12,631            12,631 
       Investment 
       Management 
       business                                                                                 1,915             1,915 
                                                                                        -------------     ------------- 
                                                                                               14,546            14,546 
                                                                                               ======           ======= 
 
 
       In assessing the carrying value of goodwill the Directors have given 
        consideration to the anticipated performance of each of these cash 
        generating units as part of a value in use calculation. This consideration 
        included reference to a generally accepted future medium term (five 
        year) growth rate of 10%, followed by a long-term rate of 3%. It 
        is also assumed a discount rate of 15%. It is considered that any 
        reasonably possible changes in the key assumptions would not result 
        in an impairment of the present carrying value of the goodwill. 
 
 10.                   TRADE AND OTHER RECEIVABLES                              31 March 2018          31 March 2017 
                                                                                   GBP'000                GBP'000 
 
                       Trade receivables                                                    2,018                   748 
                       Prepayments and accrued income                                       1,180                   942 
                       Other receivables                                                      136                   459 
                                                                                    -------------         ------------- 
                                                                                            3,334                 2,149 
                                                                                           ======                ====== 
 11.                   LIABILITIES                                              31 March 2018          31 March 2017 
                                                                                   GBP'000                GBP'000 
                       Current liabilities 
                       Trade payables                                                       2,101                 1,095 
                       VAT and social security liabilities                                    222                   250 
                       Accruals                                                               829                   803 
                       Deferred consideration on 
                       acquisitions                                                         1,100                 2,002 
                       Other payables                                                         350                   870 
                       Corporation tax payable                                                  -                    49 
                       Loans and finance leases                                               101                   250 
                                                                                    -------------         ------------- 
                                                                                            4,703                 5,319 
                                                                                           ======                ====== 
                       Non-current liabilities 
                       Loans and finance leases                                               2,233                 2,000 
                        Deferred consideration                                                    -                 1,100 
                  -----------                    ------------ 
                        2,233                           3,100 
                       ======                          ====== 
 
 

In 2016 the Company entered into a three-year, GBP2 million debt facility with Assetz SME Capital Ltd which is secured by a charge in favour of Assetz SME Capital Ltd over the Group's shares in Tavistock Partners (UK) Ltd. Interest on the facility, at the rate of 9% per annum, is paid monthly and repayment of the principal sum is due in April 2019. The facility can be extended at the Company's discretion for a further period of up to two years.

 
 12.    PROVISIONS 
 
                                               Total 
                                               GBP'000 
 
  Balance at 1 April 2017                               46 
  Payments to settle claims                             16 
  Provisions released                                 (22) 
                                             ------------- 
  Balance at 31 March 2018                              40 
                                                   ======= 
 
 
 
 13.    DEFERRED TAX 
                                                     Total 
                                                     GBP'000 
 
  Balance at 1 April 2017                                  (396) 
  Deferred tax credit in the year                             23 
  Transferred on disposal                                   (32) 
                                                   ------------- 
  Balance at 31 March 2018                                   405 
                                                         ======= 
 
 
 
       The deferred tax provision                           31 March 2018         31 March 2017 
        comprises: 
                                                                     GBP'000         GBP'000 
 
       Accelerated capital allowances                                         -            (17) 
       Unutilised tax losses                                          (321)               (419) 
       Deferred tax on intangibles                                     726                  832 
                                                                  -------------   ------------- 
                                                                       405                  396 
                                                                     ======              ====== 
 
   14.       FINANCIAL RISK MANAGEMENT 

The Group is exposed to risks that arise from its use of financial instruments. These financial instruments are within the current assets and current liabilities shown on the face of the statement of financial position and comprise the following:

Credit risk

The Group is exposed to credit risk primarily on its trade receivables, which are spread over a range of Investment platforms and advisers. Receivables are broken down as follows:

 
                             31 March 2018   31 March 2017 
                                GBP'000         GBP'000 
  Loans and receivables 
  Trade receivables                  2,018             748 
  Other receivables                    136             459 
                                    ======          ====== 
 

The table below illustrates the due date of trade receivables:

 
 
                        31 March 2018        31 March 2017 
                               GBP'000         GBP'000 
 
  Current                        2,018                    697 
  31 - 60 days                       -                      - 
  61 - 90 days                       -                      - 
  91 - 120 days                      -                      - 
  121 and over                       -                     51 
                         -------------            ----------- 
                                 2,018                    748 
                                ======                 ====== 
 
 

Liquidity risk

Liquidity risk arises from the Group's management of working capital and the finance charges and repayments of its liabilities.

The Group's policy is to ensure that it will have sufficient cash to allow it to meet its liabilities when they become due and so cash holdings may be high during certain periods throughout the period.

Other than the loans referred to in Note 11, the Group currently has no bank borrowing or overdraft facilities.

The Group's policy in respect of cash and cash equivalents is to limit its exposure by reducing cash holding in the operating units and investing amounts that are not immediately required in funds that have low risk and are placed with a reputable bank.

Cash at bank and cash equivalents

 
                                                    31 March   31 March 2017 
                                                      2018 
                                                    GBP'000       GBP'000 
 
   At the year end the Group had the following 
   cash balances:                                      3,111           4,558 
                                                      ======          ====== 
 
 

Cash at bank comprises Sterling cash deposits held within a number of banks. At 31 March 2018, GBP197,000 (2017: GBP252,000) of cash is held on deposit in special interest bearing accounts to maximise returns.

All monetary assets and liabilities within the group are denominated in the functional currency of the operating unit in which they are held. All amounts stated at carrying value equate to fair value.

 
 
                                      31 March      31 March 2017 
                                          2018            GBP'000 
                                       GBP'000 
 Financial liabilities at 
 amortised cost 
 Trade payables                          2,101            1,095 
 Accruals                                  829              803 
                                        ======             ====== 
 
 

The table below illustrates the ageing of trade payables:

 
                         31 March                  31 March 2017 
                           2018 
                         GBP'000                      GBP'000 
 
  Current                       1,950                                 1,092 
  31 - 60 days                     65                                     3 
  61 - 90 days                      -                                     - 
  91 - 120 days                     -                                     - 
  121 and over                     86                                     - 
                     ----------------                       --------------- 
                                2,101                                 1,095 
                             ========                              ======== 
 

Capital Disclosures and Risk Management

The Group's management define capital as the Group's equity share capital and reserves.

The Group's objective when maintaining capital is to safeguard its ability to continue as a going concern, so that in due course it can provide returns for shareholders and benefits for other stakeholders.

The Group manages its capital structure and makes adjustments to it in the light of changes in the business and in economic conditions. In order to maintain or adjust the capital structure, the Group may from time to time issue new shares, based on working capital and product development requirements and current and future expectations of the Company's share price.

Share capital is used to raise cash and as direct payments to third parties for assets or services acquired.

Market risk

Interest rate risk

Interest rate risk is the risk that the value of financial instruments will fluctuate due to changes in market interest rates. The Group considers the interest rates available when deciding where to place cash balances. The Group has no material exposure to interest rate risk.

 
 15.    SHARE CAPITAL                                         31 March     31 March 2017 
                                                                2018 
                                                              GBP'000         GBP'000 
        Called up share capital 
 
        Allotted, called up and fully paid 
 
        537,186,045 Ordinary shares of 1 pence 
         each 
  (2017: 533,614,920 shares of 1 pence 
   each)                                                           5,371           5,336 
 
          30,450,078 Deferred shares of 9p each                    2,742           2,742 
 
           465,344,739 Deferred "A" shares of 0.99 
            pence each                                             4,607           4,607 
                                                            ------------    ------------ 
                                                                  12,720          12,685 
                                                                  ======          ====== 
 

On 24 April 2017, 3,571,125 new Ordinary shares of 1p were issued at an issue price of 2.8p to an existing shareholder.

The following describes the nature and purpose of each of the Company's reserves:

   Reserve                                    Description and purpose 
   Share capital                            Amount subscribed for share capital at nominal value. 

Share premium Amount subscribed for share capital in excess of nominal value.

Retained earnings Cumulative net gains and losses recognised in the consolidated statement of comprehensive income.

 
 16.    SHARE BASED PAYMENTS 
 
                                             During the period the Company issued options over 64,461,500 Ordinary 
                                              shares. 
 
                                              These options have been valued using the Black- Scholes pricing 
                                              model. The weighted average of the assumptions used in the model 
                                              are: 
                                              31 March 2018 31 March 2017 
        Share price at grant       2.92p 3.32p 
        Exercise price             5.25p 5.25p 
  Expected volatility              62% 112% 
        Expected life              5 years 7 years 
        Risk free rate             1.1% 1.2% 
 
        Expected volatility has been determined by reference to the fluctuations 
         in the Company's share price between the formation of its current 
         group structure and the grant date of the share options. 
 
                                               31 March 2018                  31 March 2017 
                                       Weighted                                 Weighted 
                                    average price                                average 
                                                                                  price 
                                       (pence)                     Number        (pence)                     Number 
 
  Outstanding at the beginning 
   of the year                                 5.18            21,220,000                2.84            18,450,000 
                                                               64,461,500                                 7,720,000 
        Granted during the year                5.25          (10,252,401)                5.25           (4,950,000) 
   Lapsed during the year                      5.25                                      4.08 
                                                      -------------------                       ------------------- 
  Outstanding at the end of 
   the period                                  5.23       75,429,099                     5.18            21,220,000 
                                                           =========                                      ========= 
 
 

The exercise price of options outstanding at the end of the year, 2,050,000 of which had vested and were exercisable, was 5.23p and their weighted contractual life was 5.67 years.

There were no options over Ordinary shares exercised in the period. The weighted average fair value of each option granted during the current period was assessed as being 1.10p and their weighted average contractual life was 5 years.

 
 17.    LEASING COMMITMENTS                            31 March      31 March 2017 
                                                          2018 
                                                        GBP'000         GBP'000 
        The Group's future minimum lease payments 
         fall due as follows: 
 
  Not later than 1 year                                        286             252 
  Later than 1 year and not later than 
   5 years                                                     629             324 
                                                     -------------   ------------- 
                                                               915             576 
                                                             =====           ===== 
 
   18.    RELATED PARTY TRANSACTIONS 

Payments of GBP37,000 (2017: GBP56,000) were made to threesixty Support LLP in relation to compliance services, a firm in which Philip Young, who served for part of the year as a Non-Executive Director of the Company, also served as Managing Director during the year.

During the period, Tavistock Wealth Limited received fees of GBP3,290,000 (2017: GBP1,163,000) under the terms of an agreement entered into with Investment Fund Services Limited ("IFSL"). IFSL is a company of which Andrew Staley, a significant shareholder in Tavistock Investments Plc, is a director.

TAVISTOCK INVESTMENTS PLC Company number 05066489

COMPANY BALANCE SHEET

AS AT 31 MARCH 2018 - PREPARED UNDER UK GAAP

 
                                                  At 31 March 2018                         At 31 March 2017 
                                            GBP'000             GBP'000              GBP'000             GBP'000 
 
 Fixed assets 
 Investments                   III                                     22,110                                   22,360 
 Tangible fixed assets          IV                                        312                                      281 
 Intangible fixed assets        V                                         370                                      474 
                                                            -----------------                        ----------------- 
                                                                       22,792                                   23,115 
 
 Current assets 
 Debtors                        VI                   964                                    1,377 
 Cash at bank and in hand      VIII                  278                                    1,089 
                                       -----------------                        ----------------- 
                                                   1,242                                    2,466 
 Creditors: amounts falling 
  due within 
 one year                       IX               (4,265)                                  (4,738) 
                                        ----------------                         ---------------- 
 Net current liabilities                                              (3,023)                                  (2,272) 
 
   Debtors: amounts falling 
   due after one year           VII                                       299                                      299 
 Creditors: amounts falling 
  due after one year             X                                    (2,000)                                  (3,100) 
                                                              ---------------                          --------------- 
 Total assets less total 
  liabilities                                                          18,068                                   18,042 
                                                                      =======                                  ======= 
 
 Capital and reserves 
 Called up share capital        XI                                     12,720                                   12,685 
 Share premium account                                                  4,882                                   27,818 
 Retained reserves                                                        466                                 (22,461) 
                                                           ------------------                       ------------------ 
 Shareholders' funds                                                   18,068                                   18,042 
                                                                    =========                                ========= 
 

The loss of the parent company for the year was GBP73,000 (2017: GBP671,000)

The financial statements were approved by the Board and authorised for issue on 26 June 2018.

Oliver Cooke

Chairman

TAVISTOCK INVESTMENTS PLC

STATEMENT OF CHANGES IN EQUITY

FOR THE YEARED 31 MARCH 2018 - PREPARED UNDER UK GAAP

 
                                   Share            Share           Retained         Shareholder 
                                  Capital          Premium           reserves            funds 
                                  GBP'000          GBP'000           GBP'000           GBP'000 
 
 31 March 2016                        10,262            20,688          (22,790)            8,160 
 
 Issue of shares                       2,423             7,130                 -            9,553 
 
 Loss before and after tax                 -                 -             (671)            (671) 
 
 Dividends received                        -                 -             1,000            1,000 
                               -------------     -------------     -------------    ------------- 
 31 March 2017                        12,685            27,818          (22,461)           18,042 
                               -------------    --------------    --------------    ------------- 
 
 Issue of shares                          35                64                 -               99 
 
 Loss after tax                            -                 -              (73)             (73) 
 
 Reduction of share premium                -          (23,000)            23,000                - 
 
                               -------------    --------------   ---------------   -------------- 
 31 March 2018                        12,720             4,882               466           18,068 
                               -------------    --------------    --------------    ------------- 
 
 

TAVISTOCK INVESTMENTS PLC

NOTES FORMING PART OF THE COMPANY FINANCIAL STATEMENTS

FOR THE YEARED 31 MARCH 2018

   I.             ACCOUNTING POLICIES 

The principal accounting policies applied are summarised below.

Basis of preparation

The financial statements have been prepared under the historical cost convention as modified by the revaluation of Tangible Assets and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland and the Companies Act 2006.

FRS 102 is mandatory for accounting periods beginning on or after 1 January 2015.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 2 in the Group financial statements).

These accounts do not include a Cashflow Statement or a Financial Instruments note as these are disclosed in the Group financial statements.

All accounting policies that are not unique to the company are listed on pages 23-25. All additional accounting policies have been applied as follows:

Going concern

The Directors' are of the opinion that the Company has sufficient working capital for the foreseeable future and on this basis, consider it appropriate that the accounts have been prepared on a going concern basis.

Valuation of investments

Investments held as fixed assets are stated at cost less any provision for impairment in value.

   II.            LOSS FOR THE FINANCIAL PERIOD 

The Company has taken advantage of the exemption allowed under s408 of the Companies Act 2006 and has not presented its own profit and loss account in these financial statements. The Company's loss for the year was GBP73,000 (2017: Loss of GBP671,000).

The average number of employees of the company during the year was 10 (2017: 8) and total staff costs were GBP1,427,000 (2017: GBP1,209,000).

 
 III.    FIXED ASSET INVESTMENTS           31 March 2018    31 March 2017 
                                              GBP'000          GBP'000 
         Subsidiary undertakings 
 
         Cost 
  Balance at 1 April 2017                      22,687               12,024 
  Additions                                      -                  10,663 
  Disposals                                    (250) 
                                           --------------   -------------- 
  Balance at 31 March 2018                     22,437               22,687 
 
         Provisions 
  Balance at 1 April 2017                      (327)                 (327) 
                                           --------------   -------------- 
  Balance at 31 March 2018                     (327)                 (327) 
                                           --------------   -------------- 
  Carrying value of investments                22,110               22,360 
                                              =======              ======= 
 
 

At the year end the Company had the following wholly owned subsidiaries

 
 Registered Office Address      Name                               Holding 
 
 1 Bracknell Beeches, Old       Tavistock Wealth Limited           Direct 
  Bracknell Lane, Bracknell, 
  RG12 7BW 
                                Tavistock Partners Limited         Direct 
                                Sterling McCall Limited            Indirect 
                                Tavistock Partners (UK) Ltd        Direct 
                                Duchy Independent Financial        Direct 
                                 Advisers Limited 
                                Price Bailey Financial Services    Direct 
                                 Limited 
                                Tavistock Private Client Limited   Indirect 
                                Cheviot Financial Planning         Indirect 
                                 Limited 
                                The Tavistock Partnership          Direct 
                                 Limited 
                                Tavistock Direct Limited           Direct 
 1, The Cornerstone Market      Cornerstone Asset Holdings         Direct 
  Place, Kegworth, Derby DE74    Limited 
  2EE 
 26 Upper Pembroke Street,      Tavistock Wealth (Global)          Indirect 
  Dublin 2, Ireland              Limited 
 
 
 IV.    TANGIBLE FIXED ASSETS                    Office fixtures 
                                     Computer       fittings 
                                                       and 
                                     equipment      equipment           Total 
                                      GBP'000        GBP'000           GBP'000 
        Cost 
  Balance at 1 April 2017                  100               279               379 
  Additions                                 25                97               122 
                                     ---------    --------------   --------------- 
  Balance at 31 March 2018                 125               376               501 
                                     ---------    --------------   --------------- 
        Accumulated depreciation 
  Balance at 1 April 2017                   45                53                98 
  Depreciation charge                       20                71                91 
                                     ---------    --------------   --------------- 
  Balance at 31 March 2018                  65               124               189 
                                     ---------    --------------   --------------- 
        Net Book Value 
  At 31 March 2018                          60               252               312 
                                         =====             =====             ===== 
  At 31 March 2017                          55               226               281 
                                         =====             =====            ====== 
 
 
 V.     INTANGIBLE FIXED ASSETS 
 
                                                                Total 
                                                               GBP'000 
        Software Cost 
  Balance at 1 April 2017                                              474 
  Additions                                                             16 
                                                           --------------- 
  Balance at 31 March 2018                                             490 
                                                           --------------- 
        Accumulated amortisation 
        Balance at 1 April 2017                                          - 
  Amortisation charge                                                  120 
                                                           --------------- 
  Balance at 31 March 2018                                             120 
                                                           --------------- 
        Net Book Value 
  At 31 March 2018                                                     370 
                                                                     ===== 
  At 31 March 2017                                                     474 
                                                                    ====== 
 VI.     DEBTORS: due within one year                       31 March 2018    31 March 2017 
                                                               GBP'000          GBP'000 
 
         Amounts owed by subsidiary undertakings                       609           1,150 
         Trade debtors                                                  15              74 
         Other debtors                                                  96              52 
         Prepayments and accrued income                                244             101 
                                                              ------------    ------------ 
                                                                       964           1,377 
                                                                     =====           ===== 
 
 
 
 VII.    DEBTORS: due after one year      31 March 2018   31 March 2017 
                                             GBP'000         GBP'000 
 
  Deferred tax asset                                299             299 
                                           ------------    ------------ 
                                                    299             299 
                                                  =====           ===== 
 
   VIII.     CASH AND CASH EQUIVALENTS 
 
                               31 March 2018   31 March 2017 
                                  GBP'000         GBP'000 
 
 Cash at bank and in hand                278           1,089 
                               -------------   ------------- 
                                         278           1,089 
                                      ======          ====== 
 
 
 IX.     CREDITORS: amounts falling due 
          within one year 
                                                                  31 March 2018   31 March 2017 
                                                                     GBP'000         GBP'000 
 
         Term loan                                                            -             250 
         Trade creditors                                                    237             202 
         Accruals                                                           225             167 
         Other tax and social security                                      114              76 
         Other creditors                                                    310             233 
         Deferred consideration                                           1,130           2,002 
         Amounts owed to subsidiary undertakings                          2,249           1,808 
                                                                   ------------    ------------ 
                                                                          4,265           4,738 
                                                                         ======          ====== 
 
 X.     CREDITORS: amounts falling due 
         after one year 
                                                                  31 March 2018    31 March 2017 
                                                                     GBP'000          GBP'000 
 
        Term loans                                                    2,000                 2,000 
   Deferred consideration                                               -                   1,100 
                                                                  -------------      ------------ 
                                                                          2,000             3,100 
                                                                         ======            ====== 
 
 
   XI.         SHARE CAPITAL 

Details of the Company's share capital and the movements in the period can be found in Note 15 to the consolidated financial statements.

   XII.        SHARE OPTIONS 

EMI Share Option Scheme

Details of the share options outstanding at 31 March 2018 can be found in Note 16.

XIII. RELATED PARTY TRANSACTIONS

Advantage has been taken by the Company of the exemptions provided by Section 33.1A of FRS102 not to disclose group transactions in respect of wholly owned subsidiaries.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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