TIDMNCA
New Century AIM VCT plc
28th February 2017
Report and Accounts for the year to 28th February 2017
Financial Summary 1
Chairman's Statement 2
Details of Directors 3
Management and Administration 4
Directors 5
Strategic Report 6
Investment Portfolio 8
Top Ten Investments 12
Directors' Report 13
Directors' Remuneration Report 16
Corporate Governance 18
Independent Auditor's Report 21
Statement of Comprehensive Income 24
Balance Sheet 25
Statement of Changes in Equity 26
Cash Flow Statement 27
Notes to the Financial Statements 28
Shareholder Information 38
Notice of Annual General Meeting 39
Financial Summary
Year ended Year ended
28 February 29 February
2017 2016
Revenue return per share (pence) for the year 0.55 0.54
Total return per share (pence) for the year 13.19 4.89
Proposed dividends per share (pence) 3.30 3.20
Net asset value per share (pence) 84.38 73.98
Cumulative value of shareholder 101.50 87.90
investment (net asset
value plus cumulative dividends
per share) (pence)
Shareholders' funds (GBP'000) 6,633 6,387
Chairman's Statement
In the twelve months to 28th February 2017, the net asset value
(NAV) of your fund increased by 14.06% to 84.38p based on bid
prices. The net asset value plus cumulative dividends advanced from
87.9p to 101.50p being a gain of 15.47%. The FTSE AIM All share
index increased by 30.93% in the year. The FTSE AIM All shares
encompasses all sectors and includes many mining, oil and gas
companies that have performed well in the year. Your fund is
constrained from investing in many of these types of businesses as
part of the VCT rules.
The improvement has carried on in to the new financial year with
the NAV as at 31st May 2017 being 89.83p which is an increase of
6.46% from the NAV at the start of the year. The FTSE AIM All share
index has increased by 9.4% over the same period. This NAV is based
on mid-market prices, the industry standard, in line with those
that are reported to the Market at the end of each month, whereas
in our annual report we quote the NAV as based on bid prices a
statutory requirement.
Dividends paid by your fund to shareholders are free of tax. The
Board recognizes the importance of dividend income for its
shareholders and it is its intention to propose a dividend for the
year of 3.3 pence per share an increase of 3.13%, representing at
the mid-price on the 19th June 2017 a yield of 5.16%.
The level of qualifying investments at 90.08% is still
comfortably above the 70% required level.
We are seeing more new qualifying issues currently but we
continue to take a cautious approach. The uncertainty surrounding
the BREXIT negotiations following the General Election results may
see increased volatility in the months ahead, however the majority
of our investee companies continue to trade well which bodes well
and gives us cautious optimism for the year ahead.
Geoffrey Gamble
Chairman
28th June 2017
Details of Directors
Michael Barnard (Aged 66)
Michael has been employed in stockbroking since 1971. In 1974 he
became a Member of the Stock Exchange. During his career his duties
have spanned investment advising, investment research, dealing and
company management. In 1988 he started his own stockbroking
company, M D Barnard & Co. Limited. Based in Laindon, Essex, it
has offices in London, Wells, Exeter and Colchester. Since 1995, he
has been either managing or advising unit trust, private client and
pension company portfolios with a total value of approximately
GBP115 million.
Geoffrey Gamble (Aged 58)
Geoffrey started his career with National Westminster Bank plc.
He joined Publishing Holdings plc in 1984 and became a director in
1986. He took part in an MBO in 1988, backed by Schroder Ventures
(now Permira) to form Charterhouse Communications Group Ltd and was
instrumental in the satisfactory venture capital exit from that
company and its flotation on AIM in 1996. He became managing
director of Charterhouse Communications plc in 1999.
Peter William Riley (Aged 72)
Peter is a retired solicitor. He specialised in property law
with an emphasis on large commercial properties.
Ian Cameron-Mowat (Aged 66)
Ian has a BSc 1st degree in electronics and was involved in the
early development of computers at Burroughs Machines. He is
currently a consultant radiologist to the NHS Trust.
Management and Administration
Registered Office & Registered Number 4thFloor,
50 Mark Lane
London EC3R 7QR
Company Number: 05352611
Company Secretary Tricor Secretaries Limited
4th Floor,
50 Mark Lane
London EC3R 7QR
Registrar Neville Registrars Limited
Neville House
18 Laurel Lane
Halesowen
West Midlands B63 3DA
Investment Manager and Broker M D Barnard & Co. Limited
17-21 New Century Road
Laindon,
Essex SS15 6AG
Auditor & VCT Status Adviser UHY Hacker Young LLP
Quadrant House
4 Thomas More Square
London E1W 1YW
Directors
Geoffrey Gamble (Chairman)Michael David BarnardPeter William
RileyIan Cameron-Mowat
All directors are non-executive.
Audit Committee:
Geoffrey Gamble (Chairman)Peter William RileyIan
Cameron-Mowat
Strategic Report
Activities and status
The principal activity of the company during the year was the
making of long-term equity and loan investments in unquoted and AIM
traded companies in the United Kingdom. The company has been listed
on the London Stock Exchange since 25 March 2005. The Chairman's
Statement on page 2 and the Investment Manager's Review below give
a review of developments during the year and of future
prospects.
The directors consider that the company was not at any time up
to the date of this report a close company within the meaning of
Section 414 of the Act.
Investment Manager's Review
In the twelve months to 28th February 2017, the net asset value
(NAV) increased from 73.98p to 84.38p a gain of 14.06%. The total
return for the year, including the 3.3p dividend amounted to 19.2%.
The VCT, by its nature, has to invest primarily in UK businesses
and thus it had little exposure to overseas mining, oil and gas
sectors and to strong overseas currencies that helped to bring
about a 30.93% increase in the FTSE AIM All Share index over the
same period.
We made fourteen qualifying investments, purchasing shares in
Photonstar LED, YU Group, Scancell, Medaphor, Imginatik, Sys Group,
LoopUp, Microsaic Systems, Faron, Cloudcall, Creo Medical, Maxcyte,
Cyanconnode and TEK Capital.
We sold or part sold seventeen investments in the period.
Well documented market challenges persist, however although we
may experience some volatility in the months ahead now that the
Country has triggered Article 50 to formalise the process of
Britain leaving the EU, we feel well prepared for this and continue
to work hard to mitigate against this. Your portfolio holds some
well managed investments with many trading well which we feel
offers exciting prospects. We therefore remain cautiously
optimistic for the year ahead.
Investment Objective
New Century AIM VCT PLC is a Venture Capital Trust ("VCT")
established under the legislation introduced in the Finance Act
1995. The company's principal objectives as set out in the
prospectus are to achieve long term capital growth through
investment in a diversified portfolio of Qualifying Companies
primarily quoted on AIM.
Principal risks and uncertainties
The company invests its funds primarily in unlisted companies
and companies traded on AIM, which entail a higher degree of risk
than investments in large listed companies. The main risk,
therefore, arising from the company's activities is market price
risk, representing the uncertain realisable values of the company's
investments. Please refer to note 22 to these financial statements
which gives a detailed review of the company's risk management.
Environmental matters
Discussion in respect of environmental matters is not considered
relevant or material to an understanding of the performance of the
company. The company does not consider that Greenhouse Gas
Emissions disclosure is relevant to the company on the grounds of
immateriality due to it not having its own premises or
employees.
Key performance indicators
The financial key performance indicators are set out in the
financial summary on page 1.
Michael BarnardDirector
28th June 2017
Investment Portfolio
Security Cost Valuation % %
GBP 28/02/2017 - GBP Cost Valuation
Qualifying Investments 6,669,156 6,003,033 89.57 90.08
Non-qualifying Investments 683,620 567,770 9.18 8.52
7,352,776 6,570,803 98.75 98.60
Uninvested funds 93,233 93,233 1.25 1.40
7,446,009 6,664,036 100.00 100.00
Qualifying Investments
AIM quoted
Tristel plc 133,650 582,080 1.79 8.73
PHSC plc 182,910 52,500 2.46 0.79
DCD Media plc 562,800 1,955 7.56 0.03
K3 Business Technology 90,360 252,747 1.21 3.79
Group plc
Touchstar plc 281,400 112,500 3.78 1.69
Progility plc 624,536 5,437 8.39 0.08
Lighthouse Group plc 203,513 232,500 2.73 3.49
Vianet Group plc 40,175 31,200 0.54 0.47
HML Holdings plc 280,672 396,000 3.77 5.94
Cyanconnode Holdings plc 376,755 225,536 5.06 3.38
Marechale Capital plc 133,828 16,562 1.80 0.25
Lombard Risk Mgt plc 24,120 52,500 0.32 0.79
M.Winkworth plc 72,360 89,550 0.97 1.34
Bango plc 7,563 18,025 0.10 0.27
Coretx Holdings plc 82,913 38,500 1.11 0.58
Tax Systems plc 250,020 1,074 3.36 0.02
TP Group plc 109,278 56,174 1.47 0.84
Brady plc 41,805 54,990 0.56 0.83
Inspired Energy plc 51,370 245,452 0.69 3.68
Microsaic Systems plc 114,163 24,417 1.53 0.37
Venn Life Sciences plc 115,581 81,570 1.55 1.22
DP Poland plc 20,113 74,704 0.27 1.12
Modern Water plc 50,253 5,500 0.67 0.08
Quixant plc 11,559 87,000 0.16 1.31
Blur Group plc 4,991 265 0.07 0.00
Keywords Studios plc 30,907 155,500 0.42 2.33
Cloudbuy plc 58,483 3,819 0.79 0.06
EU Supply plc 15,333 9,450 0.21 0.14
Plastics Capital plc 30,153 38,700 0.41 0.58
Sysgroup plc 99,177 80,581 1.33 1.21
Brighton Pier Group plc 50,253 35,938 0.67 0.54
Kalibrate Technologies plc 31,761 23,600 0.43 0.35
Syqic plc 19,943 4,960 0.27 0.07
Martinco plc 100,503 140,000 1.35 2.10
Solid State plc 40,134 81,675 0.54 1.23
Audioboom Group plc 22,615 37,500 0.30 0.56
Scholium Group plc 50,253 16,500 0.68 0.25
Security Cost Valuation % %
GBP 28/02/2017 - GBP Cost Valuation
Rosslyn Data Technologies 27,037 4,891 0.36 0.07
plc
Coral Products plc 118,095 108,333 1.59 1.63
SRT Marine Systems plc 27,139 54,000 0.36 0.81
ULS Technology plc 52,261 129,675 0.70 1.95
Collagen Solutions plc 20,757 16,225 0.28 0.24
Gfinity plc 96,021 83,341 1.29 1.25
Ideagen plc 28,430 66,554 0.38 1.00
Premier Technical Services 130,964 248,088 1.76 3.72
Group plc
Angle plc 125,880 105,981 1.69 1.59
Bilby plc 156,673 142,448 2.10 2.14
Hunters Property plc 251,256 325,000 3.37 4.88
Satellite Solutions 239,452 450,028 3.22 6.75
Worldwide
Group plc
Tekcapital plc 157,671 309,750 2.12 4.65
Falanx Group Ltd 51,460 22,857 0.69 0.34
Gear4Music Holdings plc 32,011 150,087 0.43 2.25
Premaitha Health plc 69,349 40,538 0.93 0.61
Belvoir Lettings plc 23,320 19,000 0.31 0.29
Photonstar LED group plc 35,179 8,400 0.47 0.13
Yu Group plc 27,893 45,000 0.38 0.68
Maxcyte Inc 25,128 82,142 0.34 1.23
Scancell Holdings plc 54,877 44,965 0.74 0.67
Medaphor Group plc 75,373 41,661 1.01 0.63
Imaginatik plc 40,207 24,000 0.54 0.36
Faron Pharmaceuticals Ltd 30,153 41,400 0.41 0.62
Cloudcall Group plc 20,230 27,300 0.27 0.41
Creo Medical Group plc 37,691 44,408 0.51 0.67
Total AIM quoted 6,370,710 6,003,033 85.57 90.08
investments
Unlisted Investments
Litebulb Ltd 102,266 0 1.37 0.00
Invocas Group plc 100,400 0 1.35 0.00
Optare plc 50,753 0 0.68 0.00
Outsourcery plc 45,027 0 0.60 0.00
Total Unlisted investments 298,446 0 4.00 0.00
Total Qualifying 6,669,156 6,003,033 89.57 90.08
Investments
Security Cost Valuation % %
GBP 28/02/2017 - GBP Cost Valuation
Non-qualifying
Investments
AIM
quoted
Sanderson 37,008 77,000 0.50 1.16
Group
plc
Rotala 60,796 85,800 0.82 1.29
plc
Tristel 60 170 0.00 0.00
plc
K3 131 253 0.00 0.00
Business
Technology
Group plc
Bango plc 92 103 0.00 0.00
Bango plc 199 103 0.00 0.00
China 65,969 2,300 0.89 0.03
Food
Co plc
Numis 16,570 53,000 0.22 0.80
Corp
plc
Gable 12,112 750 0.16 0.01
Holdings
Inc
Lombard 131 87 0.00 0.00
Risk
Mgt plc
Coretx 218 28 0.00 0.00
Holdings
plc
Brady plc 106 78 0.00 0.00
Cyanconnode 131 39 0.00 0.00
Holdings
plc
Driver 8,992 4,200 0.12 0.06
Group
plc
TLA 29,118 31,088 0.39 0.47
Worldwide
plc
Mar City 10,053 4,500 0.14 0.07
plc
Tyratech 10,204 2,900 0.14 0.04
Inc
Audioboom 1,163 250 0.02 0.00
Group
plc
Be Heard 18,186 18,000 0.24 0.27
Group
plc
EKF 10,255 9,000 0.14 0.14
Diagnostics
plc
Gateley 14,627 21,000 0.20 0.32
Holdings
plc
Yolo 22,367 9,375 0.30 0.14
Leisure
and
Technology
plc
318,488 320,024 4.28 4.80
Security Cost Valuation % %
GBP 28/02/2017 - GBP Cost Valuation
UK Listed
Investec 202,821 111,562 2.72 1.67
plc
Aviva plc 22,268 24,900 0.30 0.37
HSBC 21,955 22,610 0.29 0.34
Holdings
plc
Imperial 23,763 37,930 0.32 0.57
Brands
plc
Greene 9,964 8,438 0.13 0.13
King
plc
Centrica 10,074 6,810 0.14 0.10
plc
Twentyfour 9,852 9,100 0.13 0.14
Income
Fund Ltd
Vodafone 20,590 18,736 0.28 0.28
Group
plc
321,287 240,086 4.31 3.60
Unlisted
Investments
Merchant 25,128 5,000 0.34 0.08
House
Ltd
Sorbic 18,717 2,660 0.25 0.04
International
plc
43,845 7,660 0.59 0.12
Total 683,620 567,770 9.18 8.52
non-qualifying
investments
New Century AIM VCT plc
Top Ten Investments
Security Cost Valuation % %
GBP 28/02/2017 - GBP Cost Valuation
Tristel plc 133,650 582,080 1.79 8.73
Satellite Solutions 239,452 450,028 3.22 6.75
Worldwide
Group plc
HML Holdings plc 280,672 396,000 3.77 5.94
Hunters Property plc 251,256 325,000 3.37 4.88
Tekcapital plc 157,671 309,750 2.12 4.65
K3 Business Technology 90,360 252,747 1.21 3.79
Group plc
Premier Technical Services 130,964 248,088 1.76 3.72
Group plc
Inspired Energy plc 51,370 245,452 0.69 3.68
Lighthouse Group plc 203,513 232,500 2.73 3.49
Cyanconnode Holdings plc 376,755 225,536 5.06 3.38
The investments tabulated above are expressed as a percentage of
the company's investment portfolio including uninvested cash.
Directors' Report
The directors present their report and the audited financial
statements for the year to 28 February 2017.
Results and dividend
Year to Year to
28 February 2017 29 February 2016
Revenue Capital Revenue Capital
GBP'000 GBP'000 GBP'000 GBP'000
Return on ordinary activities 47 1,101 51 407
after taxation
Appropriated as follows:
Interim dividend paid
Revenue - nil p - - - -
Capital - nil p - - - -
Final dividend paid in respect
of prior period
Revenue - 0.525p (0.10p) (47) - (17) -
per share
Capital - 2.675pp (2.92p) - (233) - (280)
per share
Transfers to/(from) reserves - 868 34 127
The directors propose a final revenue dividend of 0.55p per
share and a final capital dividend of 2.75p per share for the year
ended 28 February 2017 to be paid on 8 September 2017 to
shareholders on the register at 11 August 2017.
Directors
The directors of the company who served throughout the year and
their interests in the issued ordinary shares of 10p of the company
are as follows:
Year ended Year ended
28 February 2017 29 February 2016
Michael Barnard 1,805,752 2,176,380
Geoffrey Gamble 61,732 74,196
Peter William Riley 28,023 31,136
Ian Cameron-Mowat 51,225 105,057
All of the directors' share interests shown above are held
beneficially.
Brief biographical notes on the directors are given on page 3.
The director, retiring in accordance with the company's Articles of
Association, is Mr Gamble, who being eligible will offer himself
for re-election at the forthcoming annual general meeting. The
directors believe his experience in small companies is a great
benefit to the Board and recommend his re-election.
None of the directors has a contract of service with the company
and, except as mentioned below under the heading "Management",
there were no contracts that subsisted during the year in which a
director was materially interested and which was significant in
relation to the company's business.
Management
M D Barnard & Co. Limited has acted as investment manager to
the company since inception. The principal terms of the Investment
Management Agreement are set out in Note 6 to the Financial
Statements.
VCT status monitoring
The company has engaged UHY Hacker Young LLP to advise it on
compliance with the VCT legislation. UHY Hacker Young LLP reviews
the company's investment portfolio to monitor ongoing VCT
compliance. UHY Hacker Young LLP works closely with the investment
manager, but reports directly to the Board of the company.
Substantial shareholdings
As at 28 February 2017 the company had been notified of the
following shareholdings representing 3 per cent or more of the
company's issued share capital during the year under review or at
the date of this report:
Number Percentage
of share capital
Michael Barnard 1,805,752 22.97%
Geoffrey Williams 391,570 4.98%
Nigel Shanks 325,402 4.14%
David Trotman 324,000 4.12%
John Brice 290,988 3.70%
Acquisition of own shares
During the year the company re-purchased 873,437 ordinary shares
in accordance with the special resolution passed at the Annual
General Meeting on allowing the Directors to acquire up to 14.99%
of the ordinary shares of the company.
Structure of the company's capital
The company only has one class of ordinary share and each share
has attached to them full voting rights, dividends and capital
distribution rights (including on a winding up) and do not confer
any rights of redemption.
Appointment of Directors
The Directors are subject to re-election with one third of the
Directors being re-elected annually at the AGM.
Creditor payment policy
The company's payment policy is to agree terms of payment before
business is transacted and to settle accounts in accordance with
those terms. The company's principal expenses such as investment
management fees and administration fees are paid quarterly in
arrears in accordance with the respective agreements. Accordingly
the company had no material trade creditors at the year end.
Post balance sheet events
Details of the post balance sheet events are set out in note
27.
Annual general meeting
Notice of the annual general meeting is set out on page 39.
Auditors
In accordance with Section 485 of the Companies Act 2006, a
resolution proposing that UHY Hacker Young LLP be reappointed as
auditors of the company and that the Directors be authorised to
determine their remuneration will be put to the next Annual General
Meeting.
Statement of disclosure to auditors
So far as the directors are aware:
1. there is no relevant audit information of which the Company's
auditors are unaware; and
2. the directors have taken all steps that they ought to have
taken to make themselves aware of any relevant audit information
and to establish that the auditors are aware of that
information.
By Order of the Board
Michael BarnardDirector
28th June 2017
Directors' Remuneration Report
The Board has prepared this report in accordance with the
requirements of the Companies Act 2006. A resolution to approve
this report will be put to the members at the Annual General
Meeting to be held on 24 August 2017.
Directors' remuneration policy
The company does not have any executive directors and, as
permitted under the Listing Rules, has not, therefore, established
a remuneration committee. Directors, with the exception of the
chairman, do not receive any remuneration or fees.
The directors shall be paid by the company all travel, hotel and
other expenses they may incur in attending meetings of the
directors or general meetings or otherwise in connection with the
discharge of their duties. Any director who, by request of the
directors, performs special services may be paid such extra
remuneration as the directors may determine.
Directors' remuneration (audited)
None of the Directors received any remuneration from the company
during the year under review, with the exception of the chairman,
who received a fee of GBP1,250.
No other emoluments or pension contributions were paid by the
company to, or on behalf of, any director. None of the directors
has a service contract with the company.
Performance
The directors consider that the most appropriate measure of the
company's performance is its Cumulative Value of Shareholder
Investment (net asset value plus cumulative dividends). The
company's Cumulative Value of Shareholder Investment at 29 February
2016 and 28 February 2017 are set out in the Financial Summary on
page 1.
Total shareholder return
[ Graph omitted ]
The above graph shows the company's total shareholder return
compared to that of the FTSE AIM All Index total return for the
period since listing on the London Stock Exchange.
By Order of the Board
Michael BarnardDirector
28th June 2017
Corporate Governance
The directors support the relevant principles of the UK
Corporate Governance Code issued in April 2016 by the Financial
Reporting Council, being the principles of good governance and the
code of best practice as set out in the Main Principles of the Code
annexed to the Listing Rules of the Financial Conduct
Authority.
The UK Corporate Governance Code ('the UK Code') is available at
the following location:
www.frc.org.uk/corporate/ukcgcode.cfm
Going concern
Bearing in mind that the assets of the company consist mainly of
marketable securities, the directors are of the opinion that at the
time of approving the financial statements, the company has
adequate resources to continue in operational existence for the
foreseeable future. For this reason, they continue to adopt the
going concern basis in preparing the financial statements.
The Board
The company is led and controlled by a Board of directors who
are all non-executives. The Chairman is Geoffrey Gamble.
Biographical details of all Board members are shown on page 3.
One third of the Directors are subject to re-election at each
AGM by rotation.
During the year the following were held:
3 full board meetings 2 Audit Committee meetings
All directors attended all meetings All members attended
with the exception of Mr with the exception
Cameron-Mowat on 1 occasion and of Mr Cameron-Mowat
Mr Riley on 3 occasions. on 1 occasion.
Whilst only Mr Gamble had been a director of a quoted company,
all directors had relevant experience with quoted companies prior
to their appointment and it was therefore not thought necessary to
provide further training in respect of their obligations and
duties.
The Board has also established procedures whereby directors
wishing to do so in the furtherance of their duties may take
independent professional advice at the company's expense.
All directors have access to the advice and services of the
Company Secretary. The Company Secretary provides the Board with
full information on the company's assets and liabilities and other
relevant information requested by the Chairman, in advance of each
Board meeting.
The Board believes that it presents a balanced and
understandable assessment of the company's position and prospects.
The Audit Committee meets at least once a year. Under the
chairmanship of a non-executive director, its membership comprises
all the non-executive directors with the exception of the
representative of the investment manager. During the year the Audit
Committee was chaired by Mr Gamble. The Audit Committee reviews the
financial statements and is reported to by the external auditors.
The Audit Committee did not identify or consider any significant
issues relating to the financial statements as substantially all
the investments are valued by reference to publicly quoted prices.
Further, the Audit Committee keeps under review the cost
effectiveness, independence and objectivity of the auditors. A
formal statement of independence is received from the external
auditors each year.The terms of reference of the Audit Committee
are available for inspection at the company's registered
office.
During the year Messrs UHY Hacker Young LLP continued to act as
auditors, and as part of their audit process reviewed the internal
financial controls including those of the investment manager
necessary for the expression of their audit opinion.
The investment manager is authorised and regulated by the
Financial Conduct Authority and the directors have an opportunity
to review their own auditors' review of their financial
controls.
Relations with shareholders
The Chairman is the company's principal spokesman with
investors, fund managers, the press and other interested
parties.
Shareholders will have the opportunity to meet the Board at the
AGM. The Board is also happy to respond to any written queries made
by shareholders during the course of the year, or to meet with
major shareholders if so requested.
In addition to the formal business of the AGM, representatives
of the management team and the Board are available to answer any
shareholder queries.
Separate resolutions are proposed at the AGM on each
substantially separate issue. The Registrars collate proxy votes
and the results (together with the proxy forms) are forwarded to
the Company Secretary immediately prior to the AGM. In order to
comply with the UK Code, proxy votes will be announced at the AGM,
following each vote on a show of hands, except in the event of a
poll being called. The notice of the next AGM and proxy form can be
found at the end of these financial statements.
Financial Reporting
The directors' statement of responsibilities for preparing the
financial statements is set out on page 20, and a statement by the
auditors about their reporting responsibilities is set out in the
Auditor's Report on page 22.
Internal control
The directors are responsible for the company's system of
internal control. Although no system of internal control can
provide absolute assurance against material misstatement or loss,
the company's systems are designed to provide the directors with
reasonable assurance that problems are identified on a timely basis
and dealt with appropriately.
The directors have conducted a review of the effectiveness of
the system of internal control for the year covered by the
financial statements. This accords with the FRC's guidance on Risk
Management, internal control and related Financial and Business
reporting.
Although the Board is ultimately responsible for safeguarding
the assets of the company, the Board has delegated, through written
agreements, the day-to-day operation of the company to M D Barnard
& Co. Limited.
Compliance statement
The Listing Rules require the Board to report on compliance with
the fifty-four UK Code provisions throughout the accounting year.
The Comply or Explain Section of the UK Code does however
acknowledge that some provisions may have less relevance for
investment companies. With the exception of the limited items
outlined below, the company has complied throughout the accounting
year to 28 February 2017 with the provisions set out in Sections A
to E of the UK Code.
1. The Board has not appointed a nominations committee as they
consider the Board to be small and it comprises wholly
non-executive directors. Appointments of new directors are dealt
with by the full Board.
2. New directors do not receive a full, formal and tailored
induction on joining the Board. Such matters are addressed on an
individual basis as they arise.
3. Due to the size of the Board and the nature of the company's
business, a formal performance evaluation of the Board, its
committees, the individual directors and the Chairman has not been
undertaken. Specific performance issues are dealt with as they
arise.
4. The company has three independent directors, as defined by
the UK Code issued in April 2016. The Board consider that Messrs.
Gamble, Riley and Cameron-Mowat are independent in character and
judgement and there are no relationships or circumstances which are
likely to affect, or could appear to affect the directors'
judgement. The Board considers that all directors have sufficient
experience to be able to exercise proper judgement within the
meaning of the UK Code.
5. The company does not have a chief executive officer or senior
independent director. The Board does not consider this to be
necessary for the size of the company.
6. The company does not conduct a formal review as to whether
there is a need for an internal audit function. The directors do
not consider that an internal audit would be an appropriate control
for a venture capital trust.
7. The Audit Committee is chaired by Geoffrey Gamble, Chairman
of the Board of directors, whom the Board regard as independent
despite recommendations to the contrary in the Governance Code due
to his being Chairman of the Board of directors.
8. The non-executive directors do not have service contracts,
whereas the recommendation is for fixed term renewable
contracts.
9. The company has no major shareholders so shareholders are not
given the opportunity to meet any new non-executive directors at a
specific meeting other than the AGM.
Statement of directors' responsibilities
United Kingdom company law requires the directors to prepare
financial statements for each financial year which give a true and
fair view of the state of affairs of the company as at the end of
the financial year and of the revenue of the company for that year.
In preparing those financial statements, the directors are required
to:
-- select suitable accounting policies and apply them consistently;
-- make judgements and estimates that are reasonable and prudent;
-- state whether applicable accounting standards have been followed; 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 are responsible for ensuring that proper
accounting records are kept, which disclose with reasonable
accuracy at any time the financial position of the company,
enabling them to ensure that the financial statements comply with
the Companies Act 2006. They are also responsible for the company's
system of internal control, for safeguarding the assets of the
company and for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
Responsibility statement
The directors confirm that to the best of their knowledge:
1. the financial statements, prepared in accordance with United
Kingdom Accounting Standards (United Kingdom Generally Accepted
Accounting Practice), give a true and fair view of the assets,
liabilities, financial position and profit or loss of the company;
and
2. the Directors' report includes a fair review of the
development and performance and position of the company, together
with a description of the principal risks and uncertainties that it
faces.
Independent Auditor's Report to the members ofNew Century AIM
VCT plc
Opinion on financial statements
In our opinion the financial statements:
-- give a true and fair view of the state of the company's affairs as at
28 February 2017 and of the company's return for the year then
ended;
-- have been properly prepared in accordance with United Kingdom
Generally Accepted Accounting Practice; and
-- have been prepared in accordance with the requirements of the
Companies Act 2006.
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 auditors' 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.
We have audited the financial statements of New Century AIM VCT
plc for the year ended 28 February 2017 which comprise the
Statement of Comprehensive Income, the Balance Sheet, the Statement
of Changes in Equity, the Cash Flow Statement and the related
notes. The financial reporting framework that has been applied in
their preparation is applicable law and United Kingdom Accounting
Standards (United Kingdom Generally Accepted Accounting
Practice).
Our assessment of risks of material misstatements
We identified the following risks that we believe have had the
greatest impact on our audit strategy and scope:
-- The carrying value of the investments and the recognition of realised
and unrealised gains and losses. The investment portfolio
and
associated realised and unrealised gains and losses are the key
driver
to the financial performance of the company and have the
greatest
impact on both the statement of comprehensive income and balance
sheet.
-- Compliance with the VCT rules is necessary to maintain the VCT status
and associated tax benefits.
-- Management override of controls is considered to be a significant risk
for all audit engagements as required by auditing standards.
-- Auditing standards require that revenue recognition is considered a
significant risk other than in exceptional circumstances.
-- Accounting for the buyback of shares completed during the year.
Our application of materiality
We apply the concept of materiality both in planning and
performing our audit, and in evaluating the effect of misstatements
on our audit and on the financial statements. We define financial
statement materiality as the magnitude by which misstatements,
including omissions, could influence the economic decisions taken
on the basis of the financial statements by reasonable users.
We also determine a level of performance materiality which we
use to determine the extent of testing needed to reduce to an
appropriately low level the probability that the aggregate of
uncorrected and undetected misstatements exceeds materiality for
the financial statements as a whole.
We determined materiality for the financial statements as a
whole to be GBP100,000. In determining this we based our assessment
on an average of three key indicators, being the result before tax,
the net assets and gross assets of the company. On the basis of our
risk assessment, together with our assessment of the company's
control environment, our judgement is that performance materiality
for the financial statements should be 75% of materiality, being
GBP75,000.
An overview of the scope of our audit
The approach we took to the assessed risks described above was
as follows:
-- We tested the value of the year-end investments by reference to market
price information at the year end. The purchase and sale of
investments were agreed to contract notes and cash movements on
a
sample basis. The realised gains and losses on the sale of
investments
were re-calculated for both the individual transactions on a
sample
basis and for the total portfolio.The movement in
unrealised gains was checked for arithmetical accuracy and
validated
by reviewing the opening costs to prior year balances and
purchases on
a sample basis.The portfolio is maintained by the
investment advisor in accordance with the investment
management
agreement. We agreed the investment portfolio to a signed
confirmation
provided by the investment advisor detailing each investment,
the cost
and market price.
-- Our work in respect of the compliance with the VCT rules involved
testing the eight conditions for maintaining approval as a VCT
as set
out by HMRC. Each of the conditions was tested in turn in order
to
assess whether it had been met as at the year end.
-- We have reviewed the transactions in the year for unusual items
outside the ordinary course of business and agreed journals
raised as
relevant to the company's business.
-- We tested the investments held in the year on a sample basis and
agreed the dividends issued from the investments to revenue
recognised
in the year.
-- We agreed the number of shares bought back to supporting documentation
and Company House submissions, agreeing both the number and
price at
which the shares were bought back. Additionally we agreed
the
accounting treatment associated with the share buyback.
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements
is provided on the FRC's web-site at
www.frc.org.uk/auditscopeukprivate.
Respective responsibilities of directors and auditors
As explained more fully in the Statement of Directors'
Responsibilities set out on page 20, the directors are responsible
for the preparation of the financial statements and for being
satisfied that they give a true and fair view. Our responsibility
is to audit the financial statements in accordance with applicable
law and International Standards on Auditing (UK and Ireland). Those
standards require us to comply with Auditing Practices Board's
(APB's) Ethical Standards for Auditors.
Opinion on other matters prescribed by the Companies Act
2006
In our opinion:
-- the part of the Directors' Remuneration Report to be audited has been
properly prepared in accordance with the Companies Act 2006;
and
-- 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.
Matters on which we are required to report by exception
We have nothing to report in respect of the following:
Under the International Standards on Auditing (UK and Ireland),
we are required to report to you if, in our opinion, information in
the financial statements is:
-- materially inconsistent with the information in the audited financial
statements; or
-- apparently materially incorrect based on, or materially inconsistent
with, our knowledge of the company acquired in the course of
performing our audit; or
-- is otherwise misleading.
Matters on which we are required to report by exception
(continued)
In particular, we are required to consider whether we have
identified any inconsistencies between our knowledge acquired
during the audit and the directors' statement that they consider
the annual report fair, balanced and understandable and whether the
annual report appropriately discloses those matters that we
communicated to the Audit Committee which we consider should have
been disclosed.
Under the Companies Act 2006 we are required to report to you
if, in our opinion:
-- adequate accounting records have not been kept, or returns adequate
for our audit have not been received from branches not visited
by us;
or
-- the 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.
Under the Listing Rules we are required to review:
-- the directors' statement, set out on page 18, in relation to going
concern; and
-- the part of the Corporate Governance Statement relating to the
company's compliance with the nine provisions of the UK
Corporate
Governance Code specified for our review; and
-- certain elements of the report to the shareholders by the Board on
directors' remuneration.
Colin Jones (Senior statutory auditor)for and on behalf of UHY
Hacker Young
Chartered AccountantsStatutory Auditors
Quadrant House4 Thomas More SquareLondon, E1W 1YW
29 June 2017
Statement of Comprehensive Income (incorporating the revenue
account) for the year to 28 February 2017
Year ended Year ended
28 February 2017 29 February 2016
Notes Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Gains
on investments
- realised - 514 514 - 282 282
- unrealised - 639 639 - 182 182
Income 5 118 - 118 118 - 118
Investment 6 (17) (52) (69) (19) (57) (76)
management
fee
Other expenses 7 (54) - (54) (48) - (48)
________ ________ ________ ________ ________ ________
Return on 47 1,101 1,148 51 407 458
ordinary
activities
before taxation
- - - - - -
Tax credit/ 9
(charge)
on
ordinary
activities
________ ________ ________ ________ ________ ________
Return on 47 1,101 1,148 51 407 458
ordinary
activities
after taxation
Return per 11 0.55 12.64 13.19 0.54 4.35 4.89
ordinary
share (pence)
The notes on pages 28 to 37 form an integral part of these
financial statements.
All revenue and capital items in the above statement are from
continuing operations in the current year. No operations were
acquired or discontinued in the current year. Other than as shown
above, the company had no recognised gains or losses. Accordingly,
the above represents the total comprehensive income for the
year.
Balance Sheet at 28 February 2017
Year ended Year ended
28 February 2017 29 February 2016
Note GBP'000 GBP'000
Fixed assets
Investments 12 6,571 5,971
Current assets
Debtors 15 93 443
Current liabilities
Creditors: amounts 16 (31) (27)
falling
due within one year
6,633 6,387
Capital and reserves
Called up share capital 17 786 863
Share premium 20 682 612
Capital reserve 20 356 1,140
- realised
Capital reserve 20 3,368 1,483
- unrealised
Capital Redemption 20 400 313
Reserve Fund
Revenue reserve 20 1,041 1,976
Total 6,633 6,387
equity shareholders'
funds
Net asset value per 18 84p 74p
ordinary share
The financial statements on pages 24 to 37 were approved by the
Board of directors on 28th June 2017 and were signed on its behalf
by:
Michael BarnardDirector
The notes on pages 28 to 37 form an integral part of these
financial statements.
Company's registered number: 05352611
Statement of Changes in Equity
at 28 February 2017
Share Share Capital Capital Capital Revenue Total
capital premium redemption realised unrealised reserve
account reserve
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1 950 549 217 193 2,023 2,970 6,902
March
2015
Cancellation (96) - 96 - - (748) (748)
of
shares
Realised - - - 282 - - 282
gains
on
disposals
Share 9 63 - - - - 72
issue
Transfer - - - 722 (722) - -
of
unrealised
gain
to
realised
on
disposal
of
investment
Net - - - - - 51 51
revenue
before
tax
Capital - - - (57) - - (57)
element
of
investment
management
fee
Dividends - - - - - (297) (297)
paid
Unrealised - - - - 182 - 182
gains
At 863 612 313 1,140 1,483 1,976 6,387
29
February
2016
Share Share Capital Capital Capital Revenue Total
capital premium redemption realised unrealised reserve
account reserve
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1 863 612 313 1,140 1,483 1,976 6,387
March
2016
Cancellation (87) - 87 - - (702) (702)
of
shares
Realised - - - 514 - - 514
gains
on
disposals
Share 10 70 - - - - 80
issue
Transfer - - - (1,246) 1,246 - -
of
unrealised
loss
to
realised
on
disposal
of
investment
Net - - - - - 47 47
revenue
before
tax
Capital - - - (52) - - (52)
element
of
investment
management
fee
Dividends - - - - - (280) (280)
paid
Unrealised - - - - 639 - 639
gains
At 786 682 400 356 3,368 1,041 6,633
28
February
2017
Cash Flow Statement
at 28 February 2017
Note Year ended Year ended
28 February 2017 29 February 2016
GBP'000 GBP'000
Cash flow from operating
activities
Cash generated from 21 (119) (125)
operations
Net cash generated from (119) (125)
operating activities
Cash flows from investing
activities
Interest received - 7
Investment income 118 111
Net cash from investing 118 118
activities
Cash flows from financing
activities
Sale of investments 1,140 2,496
Purchase of investments (587) (1,734)
Share issue 80 72
Dividends paid (280) (297)
Share cancellation (702) (748)
Net cash used (349) (211)
in financing
activities
Net decrease in cash (350) (218)
and cash equivalents
Cash and cash equivalents 443 661
at
the beginning of the year
Cash and cash equivalents 93 443
at the end of year
Notes to the Financial Statements
for the year to 28 February 2017
1.Company information
New Century AIM VCT PLC is a UK incorporated company whose
registered office is:
4th Floor50 Mark LaneLondon EC3R 7QR
New Century AIM VCT PLC is a Venture Capital Trust established
under the legislation introduced in the Finance Act 1995. The
company's principal objective is to achieve long term capital
growth through investment in a diversified portfolio of qualifying
companies primarily quoted on AIM.
2. Basis of preparation
The financial statements have been prepared in accordance with
applicable United Kingdom law and accounting standards and with the
Financial Reporting Council's Financial Reporting Standard FRS 102
and with the Statement of Recommended Practice for Investment
Companies re-issued by the Association of Investment Companies in
November 2014 and updated in January 2017.
Going Concern basis - on the basis that the assets of the
company consist mainly of marketable securities, the directors are
of the opinion that at the time of approving the accounts, the
company has adequate resources to continue in operational existence
for the foreseeable future. For this reason, they continue to adopt
the going concern basis in preparing the accounts.
The financial statements are presented in Sterling.
3. Significant estimates and judgements
As the company's investment holdings, which comprise almost 99%
of its total assets, are stated at market value based on the
closing prices of the London Stock Exchange, the directors do not
believe that there is any inherent uncertainty in their
presentation of these amounts, and that in their judgement, market
value and fair value may be regarded as identical for the purpose
of these accounts.
4. Accounting policies
Investments
Listed or AIM traded investments are stated at market value,
which is based upon market bid prices at the balance sheet date. In
the event that the shares held by the company are subject to
certain restrictions, or the holding is significant in relation to
the traded issued share capital of the investee company then the
directors may apply a discount to the relevant market price.
Investments in unquoted companies are valued by the directors in
accordance with British Venture Capital Association ("BVCA")
guidelines.
Realised surpluses or deficits on the disposal of investments
and permanent impairments in the value of investments are taken to
realised capital reserves. Unrealised surpluses and deficits on the
revaluation of investments are taken to unrealised capital
reserves. Costs incurred relating to acquisitions and disposals are
charged to capital reserves as a deduction from proceeds or an
addition to costs.
4.Accounting policies (continued)
Investments (continued)
It is not the company's policy to exercise controlling or
significant influence over investee companies, although it may hold
a significant interest in some companies. Accordingly, the results
of these companies are not incorporated into the revenue account
except to the extent of any income earned or received.
Income
Dividend income receivable from quoted securities is recognised
on the ex-dividend date. Income from unquoted equity and non-equity
securities is recognised on an accruals basis except that a full
provision is made until the receipt of the income is certain.
Interest from cash and deposits and fixed returns on debt
securities are recognised on an accruals basis.
Expenses
All expenses are accounted for on an accruals basis. One quarter
of the investment management fee is charged to the revenue account
and the remaining three quarters is charged to capital reserves,
net of corporation tax relief, and inclusive of any irrecoverable
value added tax. The allocation of the management fee reflects the
directors' estimate of the source of the long-term returns in the
portfolio from revenue and capital.
Taxation
The tax currently payable is based on taxable profit for the
year. Taxable profit differs from net profit as reported in the
statement of comprehensive income because it excludes items of
income or expense that are taxable or deductible in other years and
it further excludes items that are never taxable or deductible. The
company's liability for current tax is calculated using tax rates
that have been enacted or substantively enacted by the reporting
end date.
5.Income
Year ended Year ended
28 February 29 February
2017 2016
GBP'000 GBP'000
Interest receivable
- bank deposits and liquid funds - 7
Dividends receivable 118 111
Investment income 118 118
6.Investment management fees
Year ended Year ended
28 February 29 February
2017 2016
Revenue Capital Revenue Capital
GBP'000 GBP'000 GBP'000 GBP'000
Investment management fees 17 52 19 57
M D Barnard & Co. Limited ("MDB") provides investment
management services to the company in respect of the company's
portfolio of venture capital investments under an investment
management agreement dated 10 March 2005. Michael Barnard who is a
non-executive director of the company is managing director and
proprietor of MDB.
Under the terms of the investment management agreement, MDB is
entitled to a fee (exclusive of VAT) equal to 1% per annum of the
net assets of the company. The fee is calculated quarterly in
arrears based on the net assets at 28 February, 31 May, 31 August
and 30 November. No performance fee is payable.
The investment management agreement is for a minimum period of
three years from 24 March 2005 terminable by either party at any
time thereafter by one year's prior written notice.
7.Other expenses
Year ended Year ended
28 February 29 February
2017 2016GBP'000
GBP'000
Administrative and secretarial services 24 11
Auditor's remuneration
- 11 10
for audit services
- for tax services - 2
Regulatory fees 12 19
Miscellaneous 7 6
54 48
8.Directors' remuneration
The chairman received GBP1,250 remuneration in the year. No
other remuneration has been paid or is payable for the year to 28
February 2017 or in respect of the prior year.
9.Tax charge/(credit) on ordinary activities
Year ended Year ended
28 February 29 February
2017 2016
Revenue Capital Revenue Capital
GBP'000 GBP'000 GBP'000 GBP'000
United Kingdom tax based on the - - - -
taxable return for the year
Factors affecting tax
charge/(credit)
for the year
Return on ordinary activities 47 1,101 51 407
before taxation
Tax on above at the small company 9 220 10 81
rate of 20% (2016: 20%)
UK dividends not subject (24) - (22) -
to corporation tax
Capital loss on investment - (231) - (101)
Non allowable expenses 1 - 1 -
Unutilised losses 14 11 11 20
Current tax charge/(credit) - - - -
for the year
The company has unrelieved losses amounting to approximately
GBP272,000 (2016: GBP260,000) which are available to carry forward
for tax purposes which it can set off against future profits. No
deferred tax asset has been recognised in respect of these losses
in view of the company's history of losses.
10.Dividends
Year ended Year ended
28 February 2017 29 February 2016GBP'000
GBP'000
Interim dividend paid - -
Final dividend paid 280 297
in respect
of previous year
280 297
The directors propose a final revenue dividend of 0.55p per
share and a final capital dividend of 2.75p per share for the year
ended 28 February 2017 to be paid on 8 September 2017 to
shareholders on the register at 11 August 2017.
11.Return per ordinary share
The revenue return, per ordinary share, is based on the net
revenue on ordinary activities after taxation of GBP47,487 (2016:
GBP50,806) and on 8,699,558 (2016: 9,376,947) ordinary shares,
being the weighted average number of ordinary shares in issue
during the year.
The capital return per ordinary share is based on a net realised
and unrealised capital return of GBP1,099,958 (2016: GBP407,621)
and on 8,699,558 (2016: 9,376,947) ordinary shares, being the
weighted average number of ordinary shares in issue during the
year.
12.Fixed asset investments
Year ended Year ended
28 February 2017 29 February 2016GBP'000
GBP'000
UK Listed 240 290
AIM 6,323 5,670
Unlisted 8 11
6,571 5,971
Movements in investments, including realised and unrealised
gains and losses, during the year are summarised as follows:
Year ended 29 February 2016
Unlisted UK listed AIM NEX Mkts Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Valuation at 54 346 5,869 - 6,269
1 March 2015
Purchases at cost - 89 1,645 - 1,734
Sales proceeds - (149) (2,347) - (2,496)
Realised gains/(losses) - 8 274 - 282
Unrealised (43) (4) 229 - 182
gains/(losses)
Valuation at 29 11 290 5,670 - 5,971
February 2016
Cost at 1 March 2015 76 410 7,910 - 8,396
Purchases - 89 1,645 - 1,734
Sales proceeds - (149) (2,348) - (2,497)
Realised gains/(losses) - 25 980 - 1,005
Cost at 29 February 2016 76 375 8,187 - 8,638
12.Fixed asset investments (continued)
Year ended 28 February 2017
Unlisted UK listed AIM NEX Mkts Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Valuation at 11 290 5,670 - 5,971
1 March 2016
Purchases at cost - - 587 - 587
Transfers 18 - (18) - -
Sales proceeds (2) (64) (1,074) - (1,140)
Realised gains/(losses) (5) - 519 - 514
Unrealised (14) 14 639 - 639
gains/(losses)
Valuation at 28 8 240 6,323 - 6,571
February 2017
Cost at 1 March 2016 76 375 8,187 - 8,638
Purchases - - 587 - 587
Transfers 317 - (317) - -
Sales proceeds (2) (64) (1,074) - (1,140)
Realised gains/(losses) (48) 10 (694) - (732)
Cost at 28 February 2017 343 321 6,689 - 7,353
The overall gain on investments for the years shown are in the
Income Statement is analysed as follows:
Year ended Year ended
28 February 29 February
2017 2016GBP'000
GBP'000
Net realised gain on disposal 514 282
Increase in unrealised appreciation 639 182
1,153 464
13.Venture capital investments
A full list of investments held is disclosed under Investment
Portfolio.
14.Significant interests
The company did not hold more than 10% of the allotted equity
share capital of any class of any investee company.
15.Debtors
Year ended Year ended
28 February 29 February
2017 2016GBP'000
GBP'000
Uninvested funds with broker:
M D Barnard & Co. Limited 93 443
16.Creditors: amounts falling due within one year
Year ended Year ended
28 February 29 February
2017 2016GBP'000
GBP'000
Trade creditors and accruals 31 27
31 27
17.Share capital
Year ended Year ended
28 February 2017GBP'000 29 February 2016GBP'000
Authorised
15,000,000 ordinary 1,500 1,500
shares of 10p each
Allotted, called up
and fully paid
7,860,937 (2016: 8,634,374) 786 863
ordinary shares of 10p
On 31 March 2016 the company issued 100,000 ordinary shares at a
price of 80 pence per share.
On 17 February 2017 the company completed a share buy-back of
873,437 ordinary shares at a price of 80.42 pence per share. Those
ordinary shares that were bought back were cancelled and in
accordance with Section 733 of the Companies Act 2006 a capital
redemption reserve was established in respect of the nominal value
of the ordinary share capital being cancelled.
18.Net asset value per share
Net asset value per share is based on net assets at 28 February
2017 of GBP6,633,148 (29 February 2016 of GBP6,387,636) and on
7,860,937 ordinary shares (2016: 8,634,374 ordinary shares) in
issue at those dates.
19.Performance incentive arrangements
The Investment Manager is not entitled to any performance
incentive arrangements.
20.Reserves
Called up share capital represents the nominal value of shares
that have been issued.
Share premium account includes any premiums received on issue of
share capital. Any transaction costs associated with the issuing of
shares are deducted from share premium.
Capital redemption reserve relates to capital repurchased.
Capital reserve - realised represents surpluses or deficits on
the disposal of investments and permanent impairment in the value
of investments.
Capital reserve - unrealised represents surpluses and deficits
on the revaluation of investments
Revenue reserve includes all current and prior period retained
profits and losses.
21.Notes to the cash flow statement
Year ended Year ended
28 February 29 February
2017 2016
GBP'000 GBP'000
Operating activity
Operating return 1,148 458
Gain on sale of investments (514) (282)
Investment income (note 5) (118) (118)
Unrealised profits on investments (639) (182)
Increase/(Decrease) in creditors (note 16) 4 (1)
________ ________
(119) (125)
Cash and cash equivalents
Cash and cash equivalents comprise GBP93,233 (2016: GBP442,528)
of uninvested funds, held in a bank account with the investment
manager.
22.Risk management and financial instruments
A statement of the company's principal objectives is given
within the Strategic Report on page 6. In order to achieve these
objectives the company invests its funds primarily in qualifying
holdings in unlisted companies and companies traded on AIM, which
by their nature may entail a higher degree of risk than investments
in large listed companies. The company has not entered into any
derivative transactions, and does not expect to do so in the
foreseeable future. As a Venture Capital Trust, the company invests
in securities for the long term, and it is the company's policy
that no trading in investments or other financial instruments shall
be undertaken.
Market price risk
The main risks arising from the company's investing activities
are market price risk, representing the uncertain realisable values
of the company's investments. The directors aim to limit the risk
attaching to the portfolio as a whole by careful selection of
investments and by maintaining a wide spread of investments in
terms of financing stage, industry sector and geographical
location.
The assets of the company are held for the most part as listed
investments which carry market risk in the form of a single risk
variable - market price movement. The directors do not consider
that a risk analysis of that single risk variable will produce any
useful information beyond the obvious that downward movement in
share prices will result in a downward movement in the share values
and vice versa. For this reason, the directors do not consider it
appropriate to prepare a sensitivity analysis to market price
movement.
Interest rate risk
The company finances its activities through retained profits
including realisable capital profits, and through the issue of
equity shares. It has not entered into any borrowings. The
company's investment portfolio includes investments in interest
bearing securities in investee companies and in other fixed
interest securities. Details of interest bearing assets are given
below under financial assets.
22.Risk management and financial instruments (continued)
Liquidity risk
There is liquidity risk associated with unquoted investments,
which are not readily realisable.
Credit risk
Credit risk is the risk of a borrower defaulting on either an
interest payment or the capital sum of a loan. The exposure is
limited to uninvested funds held with the investment manager and
the fixed interest loan notes.
Currency risk
The company's assets and liabilities are denominated in
sterling.
Capital
The company's capital is provided in its entirety by its
shareholders in the form of ordinary shares.
The company's purpose and objective is the investment of its
capital funds in listed investments, primarily those quoted on the
Alternative Investment Market with a view to securing capital
appreciation over the long term.
There were no externally imposed capital requirements with which
the company had to comply during the year to 28 February 2017.
Financial assets
The interest rate profile of the company's financial assets is
set out below:
Year ended Year ended
28 February 29 February
2017GBP'000 2016GBP'000
Floating rate 93 443
Fixed rate - 6
Non-interest bearing 5 5
98 454
Fixed rate assets Year ended Year ended
28 February 29 February
2017 2016
Weighted average interest rate - 10%
Weighted average years to maturity - 1.75
Floating rate financial assets comprise cash held on deposit and
investments in liquidity funds. The benchmark rate for these
investments is the UK bank base rate.
Non-interest bearing financial assets comprises equity share and
non-equity share investments in investee companies, cash held on
non-interest bearing deposit and debtors.
22.Risk management and financial instruments (continued)
Fair values
The investments of the company are valued by the directors in
accordance with the guidelines issued by the British Venture
Capital Association, and the carrying values are considered to
approximate the fair value of the investments. The fair values have
also been determined in line with the fair value hierarchy as set
out in FRS 102 11.27.
23.Financial assets and liabilities
Year ended Year ended
28 February 2017 29 February 2016
GBP'000 GBP'000
Financial assets measured 6,571 5,971
at fair value
Financial assets measured 93 443
at amortised cost
Financial liabilities measured (33) (27)
at amortised cost
24.Related party transactions
New Century AIM VCT plc is managed by M D Barnard & Co.
Limited. Details of the relationship and transactions with the
related party are included in note 6.
Key management personnel are considered to be the directors.
Details of remuneration to directors are included in note 8.
25.Capital commitments
There were no investments which were approved at the year-end
but which had not completed.
26.Control
New Century AIM VCT plc is not under the control of any one
party or individual.
27.Post balance sheet events
On 23 June 2017 the directors proposed a dividend in respect of
the year ended 28 February 2017 of GBP259,410 representing 3.30p
per ordinary share.
Shareholder Information
for the year to 28 February 2017
The Company
New Century AIM VCT PLC was incorporated on 4 February 2005 in
England & Wales. In March 2005, the company obtained a listing
on the London Stock Exchange. A total of GBP8.465 million was
raised (before expenses) through an offer for subscription of new
ordinary shares at 100p.
The Investment Manager
New Century AIM VCT PLC is managed by M D Barnard & Co.
Limited, an independent fund management company based in Laindon,
Essex. M D Barnard & Co. Limited currently manages or advises
investment trust, unit trust and venture capital funds totalling
approximately GBP40 million including New Century AIM VCT PLC.
Venture Capital Trusts
Venture Capital Trusts (VCTs) were introduced in the Finance Act
1995 and are intended to provide a means whereby individual
investors can invest in small unquoted trading companies in the UK,
with incentives in the form of a number of tax benefits. Investors
subscribing for new shares in a VCT are currently entitled to claim
Income Tax relief of 30% on their investment, irrespective of their
marginal rate (up to a maximum of GBP200,000 per tax year). The tax
relief cannot exceed the amount which reduces an investor's Income
Tax liability to nil. In addition, all dividends paid by VCTs are
tax free and disposals of VCT shares are not subject to Capital
Gains Tax. Conversely, losses on VCT shares are not allowable to
offset against taxable gains.
The company has reached the end of its provisionally approved
period and now complies with the full requirements for approval. In
order to maintain its approval the company must comply with certain
requirements on a continuing basis; in particular, within three
years from the date of provisional approval at least 70% by value
of the company's investments must comprise "qualifying holdings",
of which at least 30% by value must be in eligible ordinary
shares.
As with investment trusts, capital gains accruing to VCTs are
not chargeable gains for UK Corporation Tax purposes.
Financial calendar
Annual General Meeting 2017 24 August 2017
Interim report for six months to 31 August 2017 published October 2017
Preliminary announcement of results June 2018
for the year to 28 February 2018
Annual General Meeting 2018 August 2018
Share price
The mid-market price of shares in New Century AIM VCT PLC is
available daily on the London Stock Exchange website
(www.londonstockexchange.com).
View source version on businesswire.com:
http://www.businesswire.com/news/home/20170630005335/en/
This information is provided by Business Wire
(END) Dow Jones Newswires
June 30, 2017 09:05 ET (13:05 GMT)
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