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Name | Symbol | Market | Type |
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Travelusacc | LSE:TRIP | London | Exchange Traded Fund |
Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
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0.00 | 0.00% | 710.80 | 712.70 | 717.30 | 100 | 08:49:57 |
TIDMTRIP RNS Number : 2443W Triple Point VCT PLC 24 July 2009 FOR IMMEDIATE RELEASE 24 July 2009 Triple Point VCT plc Audited Results Announcement for the year ended 31 March 2009 and Notice of AGM The directors of Triple Point VCT plc are pleased to announce their audited results for the year ended 31 March 2009. Copies of the full Report and Accounts and the Notice of AGM have been dispatched to the Shareholders. Financial summary For the year ended 31 March 2009 +------------------------+---------------+------+---------------+ | | 2009 | | 2008 | +------------------------+---------------+------+---------------+ | | GBP'000 | | GBP'000 | +------------------------+---------------+------+---------------+ | | | | | +------------------------+---------------+------+---------------+ | Net assets | 25,255 | | 30,534 | +------------------------+---------------+------+---------------+ | Net return / (loss) | (1,088) | | 978 | | before tax | | | | +------------------------+---------------+------+---------------+ | Return / (loss) per | (3.71p) | | 2.18p | | share | | | | +------------------------+---------------+------+---------------+ | Net asset value per | 88.31p | | 95.45p | | share | | | | +------------------------+---------------+------+---------------+ Triple Point VCT plc ("the Company") is a Venture Capital Trust ("VCT"). The Investment Manager is Triple Point Investment Management LLP ("TPIM"). The Company was launched in January 2005 and raised over GBP3.3 million through an offer for subscription. Further money was raised for Triple Point VCT through a 'C' Share issue (i.e. the issue of a new class of share) and reached GBP28.5 million (GBP27.4 million net of expenses) by the closing date of 5 April 2006. With effect from 31 March 2007 the "C" class shares were converted into ordinary shares. The Company invests in businesses with contractual revenues from financially sound customers and aims to generate an attractive income stream and modest but accessible capital growth to shareholders. Chairman's statement I am pleased to be writing to you enclosing the Company's financial statements, those for the year ended 31 March 2009. The year has been a momentous one for the Company. HMRC confirmed that the Company had satisfied the criteria to secure its VCT status. The courts approved cancellation of the Company's share premium account facilitating distributions to shareholders. By 6 April 2008, the original ordinary shareholders had held their shares for the three years required to secure up front VCT income tax relief. During the summer of 2008 the Company made a tender offer to repurchase ordinary shares at 92p per share which was accepted by 95% of shareholders who had satisfied the minimum three year holding period to secure up front VCT income tax relief. By 6 April 2009 all remaining shareholders had held their shares for the three years required to secure up front VCT income tax relief and so the Board has concentrated on planning realisations in order to return funds to remaining shareholders as soon as possible after 6 April 2009, in accordance with the Company's prospectuses. Further details of the investment realisation programme are given in the investment Manager's review. However, the year end balance sheet records the position where realisations where in process with the result that qualifying holdings were reduced from GBP22,202,000 at 31 March 2008 to GBP12,504,000 at 31 March 2009. Realisations continued during April with the result that the Board has been able to pay two dividends subsequent to the year end, GBP19,419,000 (67.9p per share) on 8 April, 2009 and GBP2,174,000 (7.6p per share) on 13 May 2009. The Board has determined that the Company will have a short accounting period to 31 May 2009 during which it is intended it would continue to have VCT status. In the meantime, the Board are circulating to shareholders proposals that the Company be placed in liquidation with the intention that the further funds are returned to shareholders by way of capital distribution by the liquidators. Assuming that shareholders accept the Board's recommendation that the Company is placed in liquidation, no further audited financial statements, half yearly reports or quarterly interim management statements will be issued by the Company. Michael Sherry Chairman 23 July 2009 Investment Manager's review The year ended 31 March 2009 has been characterised by exceptional volatility. Despite this uncertainty and hostile market conditions, I am pleased to announce that market conditions have not impeded the Company's ability to achieve its objectives and realise assets in order to return funds to shareholders. At the beginning of the year the diverse portfolio of holdings built by the Company encompassed investments in seventeen unquoted companies in nine industry sectors. These VCT-qualifying investments ranged from the provision of ambulance refurbishment services for the NHS to a fully managed telephony service for a public sector body. The Company initiated a process of portfolio realisation, exiting its investment in fourteen of the seventeen companies, generating proceeds totalling GBP18 million. The proceeds realised from qualifying holdings came from a variety of sources including sales of investments and cash generated from the operation of investee companies. This process of portfolio realisation has enabled the payment of significant dividend distributions to shareholders since the end of the period covered by these financial statements. Should you have any queries, or further questions regarding the above, please feel free to contact me. David Dick, Managing Partner Triple Point Investment Management LLP 10 July 2009 ABOUT TRIPLE POINT INVESTMENT MANAGEMENT LLP Triple Point Investment Management LLP (Triple Point) is a specialist in tax-efficient investments. As well as managing several market-leading VCTs, Triple Point also offers investors a range of investment products that qualify for government sponsored tax reliefs including the Enterprise Investment Scheme (EIS) and Business Property Relief (BPR). The Triple Point investment model - focused on capital security, liquidity and tax-enhanced returns - has been built around the group's capabilities in taxation, structured finance and investment to the benefit of every Triple Point product. For more information on Triple Point Investment Management LLP please call 020 7201 8990. Investment Portfolio [*** UNPARSEABLE TABLE ***] Investment Portfolio (continued) [*** UNPARSEABLE TABLE ***] Directors' responsibility statement The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with UK Accounting Standards (UK GAAP). The financial statements are required by law to give a true and fair view of the state of affairs of the Company at the end of the financial period and of the return of the Company for that period. In preparing these financial statements, the directors are required to: * select suitable accounting policies and then apply them consistently; * make judgements and estimates that are reasonable and prudent; * state whether applicable UK Accounting Standards (UK GAAP) 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 Company will continue in business. The directors confirm that to the best of their knowledge the financial statements for the year ended 31 March 2009 comply with the requirements set out above and that suitable accounting policies, consistently applied and supported by reasonable and prudent judgement, have been used in their preparation. They also confirm that the annual report includes a fair review of the business together with a description of the principal risks and uncertainties faced by the Company. The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that its financial statements comply with the Companies Act 1985. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities. Under applicable law and regulations, the directors are also responsible for preparing a directors' report, directors' remuneration report and corporate governance statement that comply with that law and those regulations. In so far as the Directors are aware: . there is no relevant audit information of which the Company's auditor is unaware; and . the Directors have taken all steps that they ought to have taken to make themselves aware of any relevant auditinformation
and to establish that the auditor is aware of that information. The Company's financial statements are published on the TPIM LLP website, www.triplepoint.co.uk. The maintenance and integrity of this website is the responsibility of TPIM and not of the Company. The work carried out by Grant Thornton UK LLP as independent auditor of the Company does not involve consideration of the maintenance and integrity of website and accordingly they accept no responsibility for any changes that have occurred to the financial statements since they were initially presented on the website. Visitors to the website should be aware that legislation in the United Kingdom governing the preparation and dissemination of the financial statements may differ from legislation in their jurisdiction. On behalf of the Board Michael Sherry Director 10 July 2009 Income statement for the year ended 31 March 2009 +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | | | 2009 | | 2008 | +--------------------------+-----+-----------------------------+--+-----------------------------+ | | | Rev. | Cap. | Tot. | | Rev. | Cap. | Tot. | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | | | GBP'000 | GBP'000 | GBP'000 | | GBP'000 | GBP'000 | GBP'000 | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | | | | | | | | | | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Investment income | | 932 | - | 932 | | 1,814 | - | 1,814 | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Gains / (losses) on | | - | (1,217) | (1,217) | | - | - | - | | investments | | | | | | | | | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Investment management | | (159) | (479) | (638) | | (178) | (534) | (712) | | fees | | | | | | | | | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Other expenses | | (133) | (32) | (165) | | (124) | - | (124) | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Return / (loss) on | | 640 | (1,728) | (1,088) | | 1,512 | (534) | 978 | | ordinary activities | | | | | | | | | | before taxation | | | | | | | | | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Taxation on return / | | (132) | 105 | (27) | | (434) | 153 | (281) | | loss on ordinary | | | | | | | | | | activities | | | | | | | | | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Return / (loss) on | | 508 | (1,623) | (1,115) | | 1,078 | (381) | 697 | | ordinary activities | | | | | | | | | | after taxation | | | | | | | | | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ | Return / (loss) per | | 1.69p | (5.40p) | (3.71p) | | 3.37p | (1.19p) | 2.18p | | share, basic and diluted | | | | | | | | | +--------------------------+-----+---------+---------+---------+--+---------+---------+---------+ The total column of this statement is the profit and loss account of this Company. The supplementary revenue return and capital return columns have been prepared under guidance published by the Association of Investment Companies. There are no recognised gains or losses other than those disclosed in the income statement. All revenue and capital items in the above statement derive from continuing operations. Reconciliation of movements in shareholders' funds for the year ended 31 March 2009 +--------------------------+-----+-------+-------+---------+--+-------+-------+---------+ | | | | | 2009 | | | | 2008 | +--------------------------+-----+-------+-------+---------+--+-------+-------+---------+ | | | | | GBP'000 | | | | GBP'000 | +--------------------------+-----+-------+-------+---------+--+-------+-------+---------+ | Shareholders' funds at 1 April 2008 | 30,534 | | | | 30,573 | +------------------------------------------------+---------+--+-------+-------+---------+ | Shares bought back by | | | | (3,163) | | | | - | | company | | | | | | | | | +--------------------------+-----+-------+-------+---------+--+-------+-------+---------+ | Return on ordinary activities after taxation | (1,115) | | | | 697 | +------------------------------------------------+---------+--+-------+-------+---------+ | Dividends paid in period | (1,001) | | | | (736) | +------------------------------------------------+---------+--+-------+-------+---------+ | Shareholders' funds at 31 March 2009 | 25,255 | | | | 30,534 | +--------------------------+-----+-------+-------+---------+--+-------+-------+---------+ The accompanying notes are an integral part of this statement. Balance sheet as at 31 March 2009 +----------------------------------------+-------+----+---------+--------+---------+ | | | | 2009 | | 2008 | +----------------------------------------+-------+----+---------+--------+---------+ | | | | GBP'000 | | GBP'000 | +----------------------------------------+-------+----+---------+--------+---------+ | | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Fixed Assets: | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Investments | | | - | | 23,232 | +----------------------------------------+-------+----+---------+--------+---------+ | | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Current assets: | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Current unlisted investments | | | 12,504 | | - | +----------------------------------------+-------+----+---------+--------+---------+ | Debtors | | | 1,129 | | 2,042 | +----------------------------------------+-------+----+---------+--------+---------+ | Current asset investments | | | - | | 2,972 | +----------------------------------------+-------+----+---------+--------+---------+ | Cash at bank | | | 11,752 | | 2,966 | +----------------------------------------+-------+----+---------+--------+---------+ | | | | 25,385 | | 7,980 | +----------------------------------------+-------+----+---------+--------+---------+ | | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Creditors: amounts falling due within | | | (130) | | (678) | | one year | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Net current assets | | | 25,255 | | 7,302 | +----------------------------------------+-------+----+---------+--------+---------+ | Net Assets | | | 25,255 | | 30,534 | +----------------------------------------+-------+----+---------+--------+---------+ | Capital and reserves: | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Called up share capital | | | 286 | | 320 | +----------------------------------------+-------+----+---------+--------+---------+ | Share premium account | | | - | | 28,799 | +----------------------------------------+-------+----+---------+--------+---------+ | Capital redemption reserve | | | 1,172 | | 1,138 | +----------------------------------------+-------+----+---------+--------+---------+ | Special distributable reserve | | | 25,636 | | - | +----------------------------------------+-------+----+---------+--------+---------+ | Capital reserve | | | (2,430) | | (807) | +----------------------------------------+-------+----+---------+--------+---------+ | Revenue reserve | | | 591 | | 1,084 | +----------------------------------------+-------+----+---------+--------+---------+ | Shareholders' funds | | | 25,255 | | 30,534 | +----------------------------------------+-------+----+---------+--------+---------+ | | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ | Net asset value per share | | | 88.31p | | 95.45p | | | | | | | | +----------------------------------------+-------+----+---------+--------+---------+ The statements were approved by the directors and authorised for issue on 10 July 2009 and are signed on their behalf by: Michael Sherry Chairman The accompanying notes are an integral part of this statement Cash flow statement for the year ended 31 March 2009 +-------------------------------------------+----+---------+-------+----------+ | | | 2009 | | 2008 | +-------------------------------------------+----+---------+-------+----------+ | | | GBP'000 | | GBP'000 | +-------------------------------------------+----+---------+-------+----------+ | Net cash inflow from operating activities | | 494 | | 140 | +-------------------------------------------+----+---------+-------+----------+ | Taxation: | | | | | +-------------------------------------------+----+---------+-------+----------+ | Corporation tax charge for the period | | (27) | | (281) | +-------------------------------------------+----+---------+-------+----------+ | Financial investment: | | | | | +-------------------------------------------+----+---------+-------+----------+ | Purchase of unquoted securities | | - | | (15,448) | +-------------------------------------------+----+---------+-------+----------+ | Realisation of unquoted securities | | 9,511 | | - | +-------------------------------------------+----+---------+-------+----------+ | Disposal of current asset investments | | 2,972 | | 15,257 | +-------------------------------------------+----+---------+-------+----------+ | Net cash inflow / (outflow) before | | 12,483 | | (191) | | financing | | | | | +-------------------------------------------+----+---------+-------+----------+ | Equity dividends paid | | (1,001) | | (736) | +-------------------------------------------+----+---------+-------+----------+ | Financing: | | | | | +-------------------------------------------+----+---------+-------+----------+ | Purchase of own shares | | (3,163) | | - | +-------------------------------------------+----+---------+-------+----------+ | Net cash (outflow) from financing | | (3,163) | | - | +-------------------------------------------+----+---------+-------+----------+ | Increase / (decrease) in cash | | 8,786 | | (1,068) | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | Reconciliation of net cash flow to movements in cash and cash | | | equivalents | | +------------------------------------------------------------------+----------+ | Net increase / (decrease) in cash and | | 8,786 | | (1,068) | | cash equivalents | | | | | +-------------------------------------------+----+---------+-------+----------+ | Cash and cash equivalents at 1 April 2008 | | 2,966 | | 4,034 | +-------------------------------------------+----+---------+-------+----------+ | Cash and cash equivalents at 31 March | | 11,752 | | 2,966 | | 2009 | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | Reconciliation of loss before taxation to cash flow from operating | | activities | +-----------------------------------------------------------------------------+ | | | | | | +-------------------------------------------+----+---------+-------+----------+ | Return / (loss) on ordinary activities | | (1,088) | | 978 | | before tax | | | | | +-------------------------------------------+----+---------+-------+----------+ | Adjusted for: | | | | | +-------------------------------------------+----+---------+-------+----------+ | Decrease / (increase) in debtors | | 913 | | (1,224) | +-------------------------------------------+----+---------+-------+----------+ | (Decrease) / increase in creditors | | (548) | | 386 | +-------------------------------------------+----+---------+-------+----------+ | Losses on investments | | 1,217 | | - | +-------------------------------------------+----+---------+-------+----------+ | | | 494 | | 140 | +-------------------------------------------+----+---------+-------+----------+ The accompanying notes are an integral part of this statement Notes to the financial statements 1 Basis of preparation and accounting policies A summary of the principal accounting policies, all of which have been consistently applied throughout the year and the preceding year, is set out below. At the same time as circulating these financial statements the board have circulated proposals that the Company be wound up. In the circumstances it is no longer appropriate for the financial statements to be prepared on a going concern basis. The principal difference this makes is that investments in unquoted companies which in the comparatives for 31 March 2008 are shown as fixed asset investments at fair value, at 31 March 2009 are included as current assets which either were realised in the period after the year end or it is the intention of the board will be realised prior to the Company being wound up. Basis of accounting The financial statements have been prepared under the historical cost convention, except that investments are shown at fair value through profit and loss, and in accordance with UK Generally Accepted Accounting Practice (UK GAAP) and the Statement of Recommended Practice (SORP) "Financial Statements of Investment Trust Companies" as issued in January 2003 and revised in December 2005. Valuation of Investments Purchases and sales of investments are recognised in the financial statements at the date of the transaction (trade date). These investments will be managed and their performance evaluated on a fair value basis in accordance with a documented investment strategy and information about them has to be provided internally on that basis to the Board. Accordingly as permitted by FRS 26, the investments will be designated as fair value through profit and loss ("FVTPL") on the basis that they qualify as a group of assets managed, and whose performance is evaluated, on a fair value basis in accordance with a documented investment strategy.The Company's investments are measured at subsequent reporting dates at fair value. In the case of unquoted investments, fair value is established in accordance with industry guidelines by using measurements of value such as price of recent transaction, earnings multiple and net assets. In the case of investments quoted on a recognised stock exchange, fair value is established by reference to the closing bid price on the relevant date or the last traded price, depending upon convention of the exchange on which the investment is quoted. Gains and losses arising from changes in fair value of investments are recognised as part of the capital return within the income statement and allocated to the realised or unrealised capital reserve as appropriate. Current Asset Investments Current asset investments comprise money market funds and are designated as FVTPL. Gains and losses arising from changes in fair value of investments are recognised as part of the capital return within the income statement and allocated to the realised or unrealised capital reserve as appropriate. The current asset investments are held for trading, are actively managed and the performance is evaluated on a fair value basis in accordance with a documented investment strategy. Information about them has to be provided internally on that basis to the Board. Income Investment income includes interest earned on bank balances and money market securities and includes income tax withheld at source. Dividend income is shown net of any related tax credit. Dividends receivable are brought into account when the Company's right to receive payment is established and there is no reasonable doubt that payment will be received. Fixed returns on debt and money market securities are recognised on a time apportionment basis so as to reflect the effective yield, provided there is no reasonable doubt that payment will be received in due course. Expenses All expenses are accounted for on the accruals basis. Expenses are charged to revenue with the exception of the investment management fee, which has been charged 25% to the revenue account and 75% to the capital account. Revenue and capital The revenue column of the income statement includes all income and revenue expenses of the Company. The capital column includes realised and unrealised gains and losses on investments. Gains and losses arising from changes in fair value are considered to be realised only to the extent that they are readily convertible to cash in full at the balance sheet date. Taxation Corporation tax payable is applied to profits chargeable to corporation tax, if any, at the current rate. The tax effect of different items of income/gain and expenditure/loss is allocated between capital and revenue return on the "marginal" basis as recommended in the SORP. Deferred tax is recognised on an undiscounted basis in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events have occurred at that date that will result in an obligation to pay more, or a right to pay less tax, with the exception that deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing can be deducted. Cash and liquid resources Cash, for the purposes of the cash flow statement, comprises cash in hand and money market funds repayable on demand. Liquid resources are current asset investments which are disposable without curtailing or disrupting the business and are either readily convertible into known amounts of cash at or close to their carrying values or traded in an active market. Liquid resources comprise term deposits of less than one year (other than cash), government securities and investments in money market funds. Dividends payable Dividends payable are recognised as distributions in the financial statements when the Company's liability to make payment has been established. Financial instruments The Company's principal financial assets are its investments and the policies in relation to those assets are set out above. Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all of its financial liabilities. Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity. 2Loss per share The loss per share of 3.71p (2008: return 2.18p) is based on a loss from ordinary activities after tax of GBP1,115,000 (2008: return GBP697,000) and on the weighted average number of shares in issue during the period of 30,021,184 (2008: 31,990,482). There are no potentially dilutive capital instruments in issue and, therefore, no diluted return per share figures are included in these financial statements. 3 Net asset value per share The calculation of net asset value per share is based on Net Assets of GBP25,255,000 (2008: GBP30,534,000) divided by the 28,599,945 (2008: 31,990,482) Ordinary Shares in issue. 4Financial instruments and management of risk The Company's financial instruments comprise equity and fixed-interest investments, cash balances and liquid resources including debtors and creditors. The Company holds financial assets in accordance with its investment policy of investing in a portfolio of unquoted companies whilst holding a proportion of its assets in cash or near-cash investments in order to provide a reserve of liquidity. Unquoted investments were carried at fair value in accordance with current venture capital industry guidelines. The fair value of all other financial assets and liabilities is represented by their carrying value in the balance sheet. In carrying on its investment activities, the Company is exposed to various types of risk associated in the financial instruments and markets in which it invests. The most significant types of financial risk facing the Company are market risk, interest rate risk, credit risk and liquidity risk. The Company's approach to managing these risks is set out below together with a description of the nature and amount of the financial instruments held at the balance sheet date. Market risk The Company's strategy for managing investment risk is determined with regard to the Company's investment objectives. The management of market risk is part of the investment management process and is a central feature of venture capital investment. The Company's portfolio is managed in accordance with the policies and procedures described in the corporate governance statement, having regard to the possible effects of adverse price movements, with the objective of maximising overall returns to shareholders. Investments in unquoted companies, by their nature, usually involve a higher degree of risk than investments in companies quoted on a recognised stock exchange, though the risk can be mitigated to a certain extent by diversifying the portfolio across business sectors and asset classes. The overall disposition of the Company's assets is monitored by the Board on a quarterly basis. Details of the Company's investment portfolio at the balance sheet date, including an analysis of investments between debt and equity instruments, is given on pages 7-10 of the financial statements. 49.2% (31 March 2008: 76.1%) by value of the Company's securities and uninvested funds comprise investments in unquoted companies which were held at fair value in accordance with venture capital industry guidelines. A 5% overall increase in the valuation of the unquoted investments at 31 March 2009 would have increased net assets and the total return for the period by GBP625,000 (31 March 2008: GBP1,162,000); an equivalent change in the opposite direction would have reduced net assets and the total return for the period by the same amount. Interest rate risk Some of the Company's financial assets are interest-bearing, of which some are at fixed rates and some variable. As a result, the Company is exposed to fair value interest rate risk due to fluctuations in the prevailing levels of market interest rates. a) Fixed rate investments The table below summarises weighted average effective interest rates for the Company's fixed rate interest-bearing financial instruments: +----------------+-----------+----------+----------+----+-----------+----------+----------+ | | 2009 | | 2008 | +----------------+---------------------------------+----+---------------------------------+ | | | | Weighted | | | | Weighted | +----------------+-----------+----------+----------+----+-----------+----------+----------+ | | | Weighted | average | | | Weighted | average | +----------------+-----------+----------+----------+----+-----------+----------+----------+ | | Total | average | period | | Total | average | period | | | | | for | | | | for | +----------------+-----------+----------+----------+----+-----------+----------+----------+ | | fixed | interest | which | | fixed | interest | which | | | rate | | rate | | rate | | rate | +----------------+-----------+----------+----------+----+-----------+----------+----------+ | | portfolio | rate | is fixed | | portfolio | rate | is fixed | +----------------+-----------+----------+----------+----+-----------+----------+----------+ | | GBP'000s | % | Years | | GBP'000s | % | Years | +----------------+-----------+----------+----------+----+-----------+----------+----------+ | Fixed rate | 8,512 | 10.65% | 3.16 | | 15,135 | 8.26% | 4.20 | | investments in | | | | | | | | | unquoted | | | | | | | | | companies | | | | | | | | +----------------+-----------+----------+----------+----+-----------+----------+----------+ Due to the relatively short period to maturity of the fixed rate investments held within the portfolio, it is considered that an increase or decrease of 25 basis points in interest rates as at the reporting date would not have had a significant effect on the Company's net assets or total return for the period. b) Floating rate investments The Company's floating rate investments comprise investments in money market funds and cash held in interest-bearing deposit accounts. The benchmark rate which determines the rate of interest receivable on such investments is the UK bank base rate, which was 5.25% at 31 March 2009 (31 March 2007: 5.25%). The amounts held in floating rate investments at the balance sheet date were as follows: +----------------+---------+---------+---------+----+---------+---------+---------+ | | | | 2009 | | | | 2008 | +----------------+---------+---------+---------+----+---------+---------+---------+ | | | | GBP'000 | | | | GBP'000 | +----------------+---------+---------+---------+----+---------+---------+---------+ | Investments in money market funds | - | | | | 2,972 | +------------------------------------+---------+----+---------+---------+---------+ | Interest | | | 11,752 | | | | 2,966 | | bearing | | | | | | | | | deposit | | | | | | | | | accounts | | | | | | | | +----------------+---------+---------+---------+----+---------+---------+---------+ | | | | 11,752 | | | | 5,938 | +----------------+---------+---------+---------+----+---------+---------+---------+ Credit risk Credit risk is the risk that a counterparty to a financial instrument will fail to discharge an obligation or commitment that it has entered into with the Company. The Investment Manager and the Board carry out a regular review of counterparty risk. The carrying values in financial assets represent the maximum credit risk exposure at the balance sheet date. At 31 March 2009 the Company's financial assets exposed to credit risk comprised the following: +----------------+---------+---------+---------+----+---------+---------+---------+ | | | | 2009 | | | | 2008 | +----------------+---------+---------+---------+----+---------+---------+---------+ | | | | GBP'000 | | | | GBP'000 | +----------------+---------+---------+---------+----+---------+---------+---------+ | Fixed rate investments in unquoted | 8,512 | | | | 15,135 | | companies | | | | | | +------------------------------------+---------+----+---------+---------+---------+ | Interest bearing deposit accounts | 11,752 | | | | 2,966 | +------------------------------------+---------+----+---------+---------+---------+ | Accrued dividends and interest | - | | | | 1,003 | | receivable | | | | | | +------------------------------------+---------+----+---------+---------+---------+ | | | | 20,264 | | | | 19,104 | +----------------+---------+---------+---------+----+---------+---------+---------+ Credit risk relating to loans to unquoted companies is considered to be part of market risk. The Company's interest-bearing deposit accounts are maintained with major UK clearing banks. There were no significant concentrations of credit risks to counterparties at 31 March 2009 or 31 March 2008. No individual investment exceeded 7.6% of the Company's net assets at 31 March 2009 (31 March 2008: 6.6%). Liquidity risk The Company's financial assets include investments in unquoted equity securities which are not traded on a recognised stock exchange and which generally may be illiquid. As a result, the Company may not be able to realise some of its investments in these instruments quickly at an amount close to their fair value in order to meet its liquidity requirements, or to respond to specific events such as a deterioration in the creditworthiness of any particular issuer. The Company's liquidity risk is managed on a continuing basis by the investment Manager in accordance with policies and procedures laid down by the Board. The Company's overall liquidity risks are monitored on a quarterly basis by the Board. The Company maintains sufficient in cash and readily realisable securities to pay accounts payable and accrued expenses. At 31 March 2009 cash and readily realisable securities were GBP11,752,000 (31 March 2008: GBP5,938,000). 6 Related party transactions Mr Michael Sherry, Chairman of the Company, is an equity Member of Triple Point LLP ("TPLLP"). TPLLP in turn holds an interest in TPIM LLP. During the year, TPIM LLP provided investment management and administrative services to the Company amounting to GBP639,000 (2007: GBP712,000). Notice of Annual General Meeting TRIPLE POINT VCT PLC (Registered in England and Wales No. 5304481) Notice of Annual General Meeting Notice is hereby given that the Annual General Meeting of Triple Point VCT plc will be held on 15 September 2009 at 4-5 Grosvenor Place, London SW1X 7HJ, commencing at 10 am for the transaction of the following business: ORDINARY BUSINESS As ordinary business to consider and, if thought fit, to pass the following resolutions, each of which will be proposed as ordinary resolutions: 1That, the Company's audited financial statements for the year ended 31 March 2009, together with the report of the auditors and the directors, be received and adopted. 2 That, the Directors' remuneration report for the year ended 31 March 2009 be approved. 3 That, Robin Morrison, who retires in accordance with the Company's articles of association, be re-elected as a director. 4 That, subject to resolutions 5-8 not being passed at the AGM, Grant Thornton UK LLP be re-appointed as auditors to the Company until the conclusion of the next Annual General Meeting at which financial statements of the Company are presented and the directors be authorised to fix their remuneration. SPECIAL BUSINESS As special business to consider and, if thought fit, to pass the following resolutions, of which resolutions 5, 6, 7, 9, 11 and 12 will be proposed as special resolutions and resolutions 8 and 10 as ordinary resolutions: 5That, subject to resolutions 6-8 being passed at the AGM, the Company be wound-up voluntarily and Alan John Roberts and Adrian John Denis Rabet of Begbies Traynor Charles House, Charles Street, St Helier, Jersey JE2 4SF be and are hereby appointed Joint Liquidators for the purposes of such winding-up, and are to act jointly and severally. 6 That, upon their appointment, the Liquidators be and are hereby authorised to make a final distribution in cash to the shareholders in accordance with the Company's articles of association and that the amount to be received by each shareholder will be weighted proportionately to the number of shares held. 7 That, upon their appointment, the Liquidators be authorised under the provisions of Section 165(2) of the Insolvency Act 1986 to exercise the powers laid down in Schedule 4, Part I, of the Insolvency Act 1986. 8That, upon their appointment, the Liquidators be entitled to receive remuneration for their services by reference to the time properly given by them and their staff in attending to matters arising on the winding- up. 9 That, subject to resolution 5 being passed at the AGM, the articles of association of the Company be amended by the deletion of article 175 and by the renumbering of article 176 as article 175. 10.That, subject to resolution 5 not being passed at the AGM, the directors be and they are generally and unconditionally authorised for the purposes of section 80 of the Companies Act 1985 (the "Act") to exercise all the powers of the Company to allot relevant securities (within the meaning of that section) up to 10% of the issued capital during the period commencing on the passing of this resolution and expiring on the date of the next annual general meeting of the Company (unless previously revoked, varied or extended by the Company in general meeting), but so that the Company may before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the directors may allot relevant securities in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired. This authority is in substitution for all subsisting authorities, to the extent unused. 11 That, subject to resolution 5 not being passed at the AGM, the directors be and they are empowered to allot during the period commencing on the passing of this resolution and expiring on the date of the next annual general meeting of the Company (unless previously revoked, varied or extended by the Company in general meeting) pursuant to section 95 of the Act equity securities (within the meaning of section 94(2) of the Act) wholly for cash pursuant to the authority conferred by resolution 11 above as if section 89(1) of the Act did not apply to any such allotment, provided that this power shall be limited to: 11.1 the allotment of equity securities for cash up to an aggregate nominal amount of 10 per cent of the issued share capital of the Company as at the date of the passing of this resolution; 11.2the allotment of equity securities in connection with an offer of such securities by way of rights to holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings of such shares, but subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory, or the requirements of any regulatory body or stock exchange, but so that this authority shall allow the Company to make offers or agreements before the expiry and the directors may allot equity securities in pursuance of such offers or agreements as if the powers conferred hereby had not so expired. 12 That, subject to resolution 5 not being passed at the AGM. the Company be generally and unconditionally authorised, pursuant to section 166 of the Act, to make market purchases (as defined in section 163 of the Act) of up to 10% of the Company's issued ordinary shares on such terms and in such manner as the Directors of the Company may from time to time determine, provided that the amount paid for each shares (exclusive of expenses) shall not be more than 5% above the average of the middle market quotation for the Company's ordinary shares as derived from the Daily Official List of London Stock Exchange Plc for the 5 business days before the purchase is made and in any event not less than 1 penny per ordinary share; and the authority herein contained shall expire at the conclusion of the next Annual General Meeting of the Company or 15 months following the date of the passing of this Resolution, whichever is the first to occur, provided that the Company may, before such expiry, make a contract to purchase its own shares which would or might be executed wholly or partly after such expiry, and the Company may make a purchase of its own shares in pursuant of such contract as if the authority hereby conferred had not expired. Dated:24 July 2009 +----------------------------------------------------+--------------------------+ | By order of the Board | Registered Office: | | Peter Hargreaves | 4-5 Grosvenor Place, | | Company Secretary | London SW1X 7HJ | +----------------------------------------------------+--------------------------+ Notes: i) Your attention is drawn to pages 3 to 8 of this Circular which contain the explanation for proposing the Resolutions. Resolutions 5-7, 9 and 11-12 are special resolutions which to be accepted must be passed by a majority of not less than 75% of Shareholders or their proxies present at the Annual General Meeting. An ordinary resolution must be passed by simple majority of Shareholders or their proxies at the Annual General Meeting. ii) A member entitled to attend and vote at the meeting convened by this notice is entitled to appoint one or more proxies to attend, speak and, on a poll, to vote in his or her stead. A proxy need not be a member of the Company. The appointment of a proxy will not preclude a member from being present at the meeting and voting in person if he or she should subsequently decide to do so. Completion of a Form of Proxy will not prevent you form attending and voting at the meeting in person. iii) A Form of Proxy is enclosed with this notice and instructions for use are shown on the form. To be valid, Forms of Proxy must be received by the Companys registrars at: Neville Registrars Limited, Neville House, 18 Laurel Lane, Halesowen, West Midland B63 3DA not later than 5 pm on 11 September 2009. iv) Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, the Company has specified that only those holders of the Companys shares registered on the register of members of the Company as at close of business on 11 September 2009, or, in the event that the meeting is adjourned, on the register of members 48 hours before the time of any adjourned meeting shall be entitled to attend and vote at the aforesaid general meeting in respect of the number of such shares registered in their name at the relevant time. Changes to entries on the register of members after close of business on 11 September 2009 or, in the event that the meeting is adjourned, on the register of members less than 48 hours before the time of any adjourned meeting, shall be disregarded in determining the right of any person to attend and vote at the meeting. v) Alan John Roberts and Adrian John Denis Rabetare licensed to act as insolvency practitioners by the Institute of Chartered Accountants in England and Wales. TRIPLE POINT VCT PLC Proxy Form ANNUAL GENERAL MEETING 15 SEPTEMBER 2009 Please print clearly in BLACK INK and in BLOCK CAPITALS. Please read the NOTES below before completing this Proxy Form. +----------------+--------------------------------------------------------------+ | Name (full) | | +----------------+--------------------------------------------------------------+ | Address (full) | | +----------------+--------------------------------------------------------------+ | Post code | | +----------------+--------------------------------------------------------------+ | I/we the abovementioned shareholder(s) of Triple Point VCT plc, hereby | | appoint the Chairman of the Annual General Meeting | | If you wish to appoint someone other than the Chairman of the Annual General | | Meeting as your proxy, then please cross out the words the Chairman of the | | Annual General Meeting and insert the full name(s) of the person(s) you wish | | to appoint as your proxy below (note that a proxy need not be a member of the | | Company, but must attend the meeting in person | +-------------------------------------------------------------------------------+ | Name (full) | 1 | +----------------+--------------------------------------------------------------+ | Address (full) | | +----------------+--------------------------------------------------------------+ | Post code | | +----------------+--------------------------------------------------------------+ | As my/our proxy to vote in my/our name(s) and on my/our behalf at the Annual | | General Meeting of Triple Point VCT plc to be held at 10 am on 15 September | | 2009 at 4-5 Grosvenor Place, London SW1X 7HJ and at any adjournment thereof. | +----------------+--------------------------------------------------------------+ +----+----------------------------------------------+--+--------+---------+----------+ | | | | For | Against | Withheld | | | | | | | 2 | +----+----------------------------------------------+--+--------+---------+----------+ | 1. | To receive, consider and adopt the financial | | | | | | | statements for the year ended 31 March 2009 | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 2. | To approve the Directors' remuneration | | | | | | | report | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 3. | To re-elect Robin Morrison as a director | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 4. | To re-appoint Grant Thornton UK LLP as | | | | | | | auditor and authorise the directors to agree | | | | | | | their remuneration | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 5. | THAT the Company be wound up voluntarily and | | | | | | | Alan John Roberts and Adrian John Denis | | | | | | | Rabet of Begbies Traynor Charles House, | | | | | | | Charles Street St Helier Jersey JE 2 4SF be | | | | | | | and are hereby appointed Joint Liquidators | | | | | | | for the purposes of such winding up, and are | | | | | | | to act jointly and severally. (special | | | | | | | resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 6. | THAT the Liquidators be and are hereby | | | | | | | authorised to make a final distribution in | | | | | | | cash to the shareholders in accordance with | | | | | | | the Company's articles of association and | | | | | | | that the amount to be received by each | | | | | | | shareholder will be weighted proportionately | | | | | | | to the number of shares held (special | | | | | | | resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 7. | THAT the Liquidators be authorised under the | | | | | | | provisions of Section 165(2) of the | | | | | | | Insolvency Act 1986 to exercise the powers | | | | | | | laid down in Schedule 4, Part 1 of the | | | | | | | Insolvency Act (special resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 8. | THAT the Liquidators be entitled to receive | | | | | | | remuneration for their services by reference | | | | | | | to the time properly given by them and their | | | | | | | staff in attending to matters arising on the | | | | | | | winding up (ordinary resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 9 | THAT article 175 of the Company's articles | | | | | | | of association be deleted (special | | | | | | | resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 10 | THAT the Directors be authorised to allot | | | | | | | shares under section 80 of the Companies Act | | | | | | | 1985 (ordinary resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 11 | To disapply section 89(1) of the Companies | | | | | | | Act 1985 and to allot shares on a non-rights | | | | | | | basis (special resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ | 12 | THAT the Company be authorised to make | | | | | | | market purchases of its own shares (special | | | | | | | resolution) | | | | | +----+----------------------------------------------+--+--------+---------+----------+ +--------------------+--------------------------+ | Shareholders | | | signature | | | | | +--------------------+--------------------------+ | | | +--------------------+--------------------------+ | Date: | | | | | +--------------------+--------------------------+ NOTES: 1. You may appoint more than one proxy provided each proxy is appointed to exercise rights attached to different shares. You may not appoint more than one proxy to exercise rights attached to any one share. To appoint more than one proxy, (an) additional form(s) may be obtained by photocopying this form or contacting the Company Secretary on 0207 201 8989. 2. Please indicate next to the proxy holder's name the number of securities in relation to which they are authorised to act as your proxy. All multiple forms must be signed and returned in the same envelope. Please indicate above how you wish your votes to be cast in respect of each resolution placing an "X" (or entering the number of Shares which you are entitled to vote) in the appropriate box. If you sign this Form of Proxy and return it without an indication of as to how your proxy will vote on any particular matter, your proxy will exercise his or her discretion as to whether, and if so how, he/she votes and he/she may also vote on any other business (including any amendments to the resolutions) which may be properly conducted at the Annual General Meeting. A vote withheld is not a vote in law and will not be counted in the calculation of the proportion of votes for and against each resolution. This Proxy Form will only be used in the event of a poll being directed or demanded. 3. In the case of joint holders, the signature of one holder will be accepted but the names of all joint holders should be given. In the case of a corporation, this proxy should be either given under the corporation's common seal or signed for and on its behalf by a duly authorised officer or attorney of the corporation. Upon completing this Proxy Form, please sign and return it to the Company's registrars, Neville Registrars Limited, Neville House, 18 Laurel Lane, Halesowen, West Midlands B63 3DA using the reply paid envelope. This Proxy Form must be received by the Registrars by 5 pm on 11 September 2009 together with the power of attorney or other authority (if any) under which it is signed or a notarially certified or office copy of such power or authority. The completion and return of this Proxy Form will not, however, preclude (a) holder(s) of Shares from attending and voting at the meeting if he/she (they) so wish/wishes and is (are) so entitled. Financial Statements The financial information set out in this announcement does not constitute statutory accounts as defined in section 240 of the Companies Act 1985 ("the Act"). The balance sheet as at 31 March 2009, income statement and cash flow statement for the period then ended have been extracted from the Company's 2009 statutory financial statements upon which the auditor's opinion is unqualified. The annual report & financial statements for the year ended 31 March 2009 will be filed with the Registrar of Companies and has been posted to shareholders today. Copies of the documents listed below have been submitted to the UK Listing Authority and will be available for inspection in the UK Listing Authority's Document Viewing Facility which is situated at: The Financial Services Authority 25 The North Colonnade, Canary Wharf London E14 5HS Documents: · Report and Financial Statements for the year ended 31 March 2009 · Notice of Annual General Meeting · Annual General Meeting Proxy Card Enquiries :Triple Point Investment Management LLP on 020 7201 8989 This information is provided by RNS The company news service from the London Stock Exchange END FR SEDFSLSUSEDW
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