TIDMTREE
RNS Number : 9045T
Cambium Global Timberland Limited
29 November 2021
Cambium Global Timberland Limited
("Cambium" or the "Company")
Annual Results for the year ended 30 April 2021
Cambium (AIM: TREE) announces its audited results for the year
ended 30 April 2021. A copy of the annual report and accounts will
be sent to shareholders and will be available to view on the
Company's website shortly, at http://www.cambium.je/ .
For further enquiries, please contact:
Cambium Global Timberland Limited
Tony Gardner-Hillman (Chairman) Tel: +44 (0)1534 486 980
WH Ireland Limited (Nomad and Broker)
James Joyce Tel: +44 (0)207 220 1666
Praxis Fund Services (Jersey) Limited (Administrator and Company
Secretary)
Josh Farrow
Tel: +44 (0)1534 835835
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014). Upon the
publication of this announcement via Regulatory Information Service
this inside information is now considered to be in the public
domain.
The below has been extracted from the full financial
statements.
Chairman's Statement
In 2013, shareholders voted to change the Company's investment
policy from investing principally in forestry assets or operations
to realising investments in an orderly manner to achieve a balance
between returning cash to shareholders and maximising value.
The journey has been a long one through difficult economic
times, but the Company has now completed its exit from its entire
portfolio of properties held at the time of that shareholder vote,
in Australia, Georgia and Hawaii and the Brazilian states of
Tocantins and Minas Gerais.
The Hawaiian exit took time due to absence of purchasers, but
was ultimately achieved. Brazil proved even harder due to the weak
Brazilian economy and currency. After a long wait, purchasers
slowly returned and disposals were secured. In Tocantins, the 3R
property was sold for cash (save for a withholding of R$400,000
tied to satisfactory resolution of a squatter situation). In Minas
Gerais, there proved to be no prospect for fully cash disposals,
and the Company is left with receivables comprising deferred
purchase consideration payments. These debts are being serviced in
line with the sale agreements and all payments are expected to be
received by February 2023. In each case, the land title is not
liable to be transferred until all payments have been received, so
voluntary default is not anticipated. There is however the
possibility of default, voluntary or otherwise, in which event,
however unlikely, the Company will have to assume again the
responsibility of managing the relevant property and searching for
another purchaser. Although the financial outcome from,
essentially, being paid twice for the same asset, might have its
attractions, it is an outcome which is neither anticipated nor
desired in view of the long wait our shareholders have already
endured to receive capital returns on their investments in the
Company.
Since the final asset sale, your Board has sought to improve
outcomes for shareholders by exploring opportunities first for a
sale of the receivables for a cash sum discounted to present day
value, and secondly for extracting value from the Company's AIM
admission via a reverse takeover. Sadly, after protracted
negotiations on both fronts, the "Brazil risk" proved unattractive
to counterparties.
The result is that the Board has now turned its attention to
further cost cutting for the final part of the journey and is
exploring the most cost-effective way to return capital to
shareholders before finally closing the book.
Antony Gardner-Hillman
Chairman
26 November 2021
Operations Manager's Report
For the year ended 30 April 2021
Total returns for the year were a loss of GBP0.4 million
compared to a loss of GBP6.2 million in the previous year. A profit
on the sale of the properties was offset by a further fall in the
value of the Brazilian Real from R$6.91:GBP1.00 at 30 April 2020 to
R$7.51:GBP1.00 at 30 April 2021, impacting the sterling value of
cash flows generated in Brazil. Operating costs declined as
disposals continued.
Below is a summary of the results by geographic area.
Brazil
All the land and forests in Brazil have now been sold or are
contracted to be sold. Continued difficult market conditions have
required all the sales except 3R Tocantins (below) to include
deferred payment terms which are being met. In all cases, titles do
not pass to the buyers until all the payments due have been
received. Cambium is not responsible for ongoing forest
expenditure.
The 3R Tocantins property was purchased by a local forestry
company by way of a single purchase payment, and that has been
received in full except for a withholding of R$400,000 which may
become payable if an issue with squatters can be favourably
resolved. The Company was also successful in resolving the dispute
over the Lizarda property, where it held a lien, and received a
payment of R$2m.
In Minas Gerais, in line with payment terms under pre-existing
wood sale agreements, payments were received for harvesting at Agua
Santa and Ribeirao do Gado and then these contracts were superseded
by contracts with the same parties agreeing also to purchase the
land, with payments over the same periods. Payments are no longer
linked to charcoal prices. At Forquilha the standing wood was sold
with harvesting and payments due over two years. Subsequently, and
as announced, the land at Forquilha has also been sold with
payments over two years and all initial payments have been
received.
Expenditure by the Company on security, fire protection and
insurance, required prior to the sales to protect the Company's
assets, has now ceased, with these costs now being borne by the
purchasers.
United States - Hawaii
Cambium previously sold its plantation leases by way of
assignment and the terms of the landlords' consents to the lease
assignments required a sum equal to the balance of outstanding
lease rental payments to be placed in escrow by the Company. The
final amounts have been released to the Company from escrow and no
balances are outstanding.
Conclusion
The Company's forestry assets (land and timber) have now all
been sold with defined deferred payments expected over the period
to February 2023.
Robert Rickman
Operations Manager
26 November 2021
Board of Directors
Antony R Gardner-Hillman, Independent Non-executive Chairman
Tony Gardner-Hillman is a solicitor of the Senior Courts of
England and Wales and has a first-class honours degree in
Jurisprudence from Oxford University. He co-founded the Jersey
Trust Company group in 1987 and was a director and shareholder for
21 years until he resigned as non-executive group chairman and
disposed of his remaining shareholding in the group holding company
in 2008. He was a partner of Crills, a Jersey law firm, from 1987
to 2002, and a Jersey resident non-executive partner of the
international law firm Holman, Fenwick & Willan (Jersey
partnership) from 1987 to 2003. Since 2008 he has worked full-time
on a varied portfolio of directorship appointments (including with
AIM listed companies).
Svante Adde, Independent Non-executive Director
Svante Adde studied at the Stockholm School of Economics to take
his BA degree in 1979. He joined Citibank in Stockholm that year as
an account officer and moved with Citicorp to London in 1983 to
work in M&A and corporate finance. Svante joined Lazard
Brothers in London in 1989 to head up their Nordic business which
he led until 2003 as a managing director/partner. During this
period Lazard acquired its Stockholm office for which Svante was
the managing director until 2003. Since 2003 he has worked as CFO
of Ahlstrom in Helsinki, managing director of Compass Advisers, and
from 2007 until 2013 was managing director and a senior adviser of
Pöyry Capital.
Mark Rawlins, Independent Non-executive Director
Mark Rawlins is a solicitor of the Senior Courts of England and
Wales and has an honours degree in Natural Sciences (Theoretical
Physics) from Cambridge University. He joined Linklaters in London
in 1993 and then moved to Arups (London) in 1997, before
transitioning to the practice of off-shore law in 1998 with Maples
and Calder, first in London and then in the Caribbean, where he
became a group partner in 2005. His legal practice is focused on
investment funds. He relocated to Jersey in 2011 and headed the
Jersey investment fund practice of Collas Crill from 2011 to 2017.
He currently practices as a lawyer with Hatstone Lawyers and acts
as a non-executive director in a personal capacity.
Directors' Report
For the year ended 30 April 2021
The Directors present their annual report and the audited
consolidated financial statements for the year ended 30 April 2021
(the "financial statements") of Cambium Global Timberland Limited
(the "Company") and entities under its control (together the
"Group").
Business of the Company
The Company was incorporated as a closed-ended Jersey-registered
investment company with limited liability on 19 January 2007. The
shares were successfully admitted to the Alternative Investment
Market ("AIM"). The Company has received a certificate from, and is
regulated by, the Jersey Financial Services Commission under the
Collective Investment Funds (Jersey) Law 1988, as amended.
The Company's initial strategy was: to generate superior total
returns to investors by effectively managing an optimised portfolio
of timberland properties and timberland-related investments
diversified by location, age class and species; to manage each of
the assets on an environmentally and socially sustainable basis;
and to manage assets for timber production with exposure to
emerging environmental markets. Subsequent to the strategic review,
completed in November 2012, the Company's strategy is to implement
an orderly realisation of the Group's investments in a manner which
maximises value for shareholders and returns surplus cash to
shareholders over time through ad hoc returns of capital.
A review of business during the year and future developments is
contained in the Chairman's Statement and Operations Manager's
Report.
Going concern
On 30 November 2012, the Independent Directors announced the
outcome of the strategic review initiated in June 2012. The
Directors proposed and recommended a change of investment policy
with a view to implementing an orderly realisation of the Group's
investments in a manner which maximises value for shareholders and
returns surplus cash to shareholders over time through ad hoc
returns of capital. This proposal was approved by shareholders at
an Extraordinary General Meeting ("EGM") on 22 February 2013. There
is no set period for the realisation of the portfolio.
During the prior year, the Group completed the sale of the Agua
Santa property in Minas Gerais. During the current year, the Group
has completed a deal for the sale of the entire Ribeirao do Gado
property in Minas Gerais; separate deals for the sale of the
Forquilha land and Forquilha plantations in Minas Gerais; and a
deal for the sale of the entire 3R Tocantins property (see note
12).
As at the date of approval of these financial statements, the
Directors have no intention to instigate a winding-up of the
Company, a course of action that would require the approval of
shareholders. As a result, as at 30 April 2021 the assets and
liabilities of the Company pertaining to the Jersey operations have
not been classified as held for sale and its operations continue to
be treated as continuing.
The COVID-19 pandemic has resulted in adverse impact to
businesses globally and has contributed to the volatility of many
businesses and communities throughout the world. The impact of the
global spread of COVID-19 continues to evolve and will require
continued assessment as the pandemic follows its course. The extent
of the impact on the Group's investments and ultimately to the
Group will depend on future developments, including the duration of
the outbreak and the extent of the impact of the pandemic on the
Brazilian economy, in particular on the counterparties to the
Group's agreements for the sale of the Agua Santa, Ribeirao do Gado
and Forquilha properties. The virus is widespread in Brazil, and is
likely to continue to be so for some time, however there is
evidence that Brazilian rural activities continue largely
unaffected. These agreements are underpinned by the competitive
Brazilian exchange rate and continued demand for wood, paper and
agricultural products on a worldwide basis. The Group continues to
monitor the ability of service providers to continue to function
with employees working from home. In the opinion of the Board,
there are, for the time being, no signs that contracts entered into
will not run their course. The Board will nevertheless continue to
monitor the situation and take appropriate mitigating actions as
necessary.
The Directors have reviewed the Group's cash flow forecasts to
28 February 2023 and consider that the Group has sufficient
resources available to pay its liabilities as they fall due. As a
result, the Directors believe it is appropriate to prepare the
financial statements on a going concern basis.
Results and dividends
The results of the Group are stated below. The Directors do not
propose a dividend in respect of the financial year ended 30 April
2021 (2020: GBPNil).
The Board
The Board currently consists of three Directors. The Board
considers that the Operations Manager is independent of the
Board.
It is required that Directors shall retire by rotation and stand
for re-election at regular intervals of no more than three years,
or in the case of a non-independent Director, every year. At each
AGM the number of Independent Directors required to retire (other
than any Director who wishes to retire without offering himself for
re-election) shall not exceed one third of the total number of
Directors. If two or more Directors have been in office for the
same period of time then the Director(s) to retire shall be
determined by agreement or by lot. Each Director is appointed for a
three-year term subject to the performance evaluation carried out
by the Remuneration Committee each year. The Board will agree
whether it is appropriate for a Director to seek an additional
term. There is no set notice period and no provision for
compensation upon early termination of appointment.
Directors
The Directors of the Company who held office during the year and
to the date of signing of these financial statements are detailed
below:
Appointed
31 July 2015 (re-appointed
Antony Gardner-Hillman 20 September 2018)
23 July 2013 (re-appointed 19 September 2019,
Roger Lewis resigned 1 May 2020)
Svante Adde 23 July 2013 (re-appointed 19 September 2019)
Mark Rawlins 1 May 2020
Directors' interests
Svante Adde had an interest in 160,840 shares of the Company at
30 April 2021, representing 0.22% of the Company's issued share
capital.
Substantial shareholdings
As at 30 April 2021 the Company has received notifications of
the following Shareholder interests in 5% or more of the issued
shares of the Company:
Number of
-------
Name of investors shares % held
------------------------ ------------ -------
Peter Gyllenhammar AB 23,667,097 32.10
Rath Dhu Limited 17,400,000 23.60
British Steel Pensions 7,930,213 10.76
Corporate governance
As a Jersey incorporated company and under the AIM Rules for
companies, it is not a requirement for the Company to comply with
the UK Corporate Governance Code published by the Financial
Reporting Council (the "FRC Code").
On 15 July 2021, pursuant to the Collective Investment Funds
(Jersey) Law 1988, the Jersey Financial Services Commission issued
its updated Codes of Practice for Certified Funds (the "CF Codes").
The CF Codes have been prepared and issued for the purpose of
establishing sound principles and providing practical guidance in
respect of any Jersey certified fund. The Company has considered
the nine fundamental principles of the CF Codes and has adopted
certain policies in order to comply with the CF Codes.
The Board considers that it is appropriate to adopt the
principles of the CF Codes. The Directors believe that the Company
has complied throughout the accounting period, except where noted
below. The Board will continue to consider the Company's corporate
governance practices, periodically at Board meetings, so as to
remain satisfied with the degree of compliance with the principles
as set out in the CF Codes. The following describes how the
relevant principles of governance are applied to the Company.
Board meetings
The Board meets at least four times a year and between these
formal meetings there is regular contact between the Board and the
Operations Manager as well as other advisers. The Directors are
kept fully informed of investment and financial controls and other
matters that are relevant to the business of the Company. The
Directors have access, where necessary in the furtherance of their
duties, to independent professional advice at the expense of the
Company.
Any matters that should be brought to the Directors' attention
are provided in an agenda and all items are considered by the Board
and its advisers at the Company's quarterly meetings. Sufficient
notice is provided to all the Board members and the Operations
Manager prior to any formal meeting. Focus is given to a review of
the Company's investment performance, approval of financial
statements, approval of borrowings by the Company and its Group, as
well as associated matters such as investor relations, industry and
market conditions and the overall strategy of the Company. A set of
papers containing quarterly reporting is circulated to the Board in
advance of the meeting and the Directors may request to be added
any agenda items that they consider appropriate for Board
discussion. All Directors are able to request relevant financial
and regulatory information from the Company's engaged parties and
should expect to receive such items within a timely manner.
Additionally, each Director is required to inform the Board of any
potential or actual conflict of interest prior to Board
discussion.
Contractual agreements are not entered into without full and
proper consideration by the Board and Directors' contracts are
reviewed on an annual basis by the Company's Remuneration
Committee, as discussed below.
Committees of the Board
Audit Committee
The Board operates an Audit Committee, which comprises all of
the Directors. Roger Lewis acted as Chairman until his retirement
on 1 May 2020, when Antony Gardner-Hillman took over the role of
Chairman. Subsequently, Mr Gardner-Hillman retired as Chairman on 8
June 2021, and Mark Rawlins was appointed in his place. The Audit
Committee operates within defined terms of reference as agreed by
the Board which are available from the Company Secretary upon
request (see Key Parties below). The Audit Committee's function is
to ensure the Company's financial performance is properly reported
on and monitored and to advise the Board on whether the annual
report and financial statements, taken as a whole, are fair,
balanced and understandable, and provide the information necessary
for shareholders to assess the Company's performance, business
model and strategy. Where non-audit services are to be provided to
the Group by the Auditor, full consideration of the financial and
other implications on the independence of the Auditor arising from
any such engagement will be considered before engaging. The Audit
Committee meets at least twice a year and considers the items
below, however the list is not exhaustive:
-- the annual and interim financial statements;
-- internal control systems and procedures;
-- accounting policies of the Group;
-- the Auditor's effectiveness and independence;
-- announcements; and
-- the Auditor's remuneration and engagement, as well as any non-audit
services provided by them.
When required the Audit Committee meetings are also attended by
the Administrator and the Company's external Auditor.
Remuneration Committee
The Board operates a Remuneration Committee which comprises all
of the Directors. Svante Adde acts as Chairman of the Committee.
The Remuneration Committee operates within defined terms of
reference agreed by the Board which are available from the Company
Secretary upon request. Under its terms of reference, the Committee
expects to meet at least once a year. The main duties of the
Committee are outlined below, but the list is not exhaustive.
-- reviewing the performance and remuneration of the Board and of the
Chairman;
-- reviewing the performance and remuneration of the Operations Manager;
and
-- reviewing the performance and engagement terms of third party service
providers including the Company Secretary and Administrator.
As part of the evaluation process the Committee will evaluate
the composition and balance of the Board. The experience, skills
and effectiveness of each Director are also considered before
recommendation of their individual re-election. The remuneration of
each appointment is carefully considered in line with the quality
and experience of the provider and measured against the work they
undertake for the Company.
Details of the skills and experience of the Directors are
disclosed in the biography section below.
The Chairman leads the performance evaluation of the Board and
the Directors lead the evaluation of the Chairman. The Board, as a
whole, evaluates its own performance and that of its committees and
third party advisers. This evaluation ensures that the Chairman
continues to remain independent from the Operations Manager and his
integrity and judgement does not conflict with his own interests
and those of the shareholders.
Meeting attendance
All members of the Board are expected to attend each Board
meeting and to arrange their schedules accordingly, although
non-attendance is unavoidable in certain circumstances.
The table below shows the number of meetings held during the
year ended 30 April 2021 and the number of Board and committee
meetings attended by each Director:
Audit Remuneration
Committee meetings
------------------------ ------ ---------------------- ------
Board meetings Committee meetings Other meetings
------------------------ ----------------- -------- ------------ --------------------- -----------------
Held Attended Held Attended Held Attended Held Attended
------------------------ ------ --------- -------- ------------ ------- ------------ ------ ---------
Antony Gardner-Hillman 4 4 6 6 1 1 3 3
Svante Adde 4 4 6 6 1 1 3 3
Mark Rawlins 4 4 6 6 1 1 3 3
------------------------ ------ --------- -------- ------------ ------- ------------ ------ ---------
Board responsibilities
The Directors meet at least four times a year to consider, as
appropriate, such matters as:
-- the overall objectives for the Company;
-- risk assessment and management, including reporting, monitoring, governance
and control;
-- any shifts in strategy that may be appropriate in light of changes
in market conditions;
-- the appointment and ongoing monitoring, through regular reports and
meetings, of the Operations Manager, Administrator and other service
providers;
-- the Company's investment performance and investment realisations;
-- share price performance;
-- statutory obligations and public disclosure;
-- the shareholder profile of the Company; and
-- transactional and other general matters affecting the Company.
The Board has been continually engaged in a review of the
Company's strategy with the Operations Manager and Broker to ensure
the employment of appropriate strategies under prevailing market,
political and economic conditions at any particular time, within
the overall investment restrictions of the Company.
To support the review of the strategy, the Board has focused at
Board meetings on a review of individual investments and returns,
country exposure, the overall portfolio performance and any
associated matters. Additionally, a strong focus of attention is
given to marketing, investor relations, risk management and
compliance, peer group information and industry issues.
These matters are discussed by the Board to clearly demonstrate
the seriousness with which the Directors take their fiduciary
responsibilities and as an ongoing means of measuring and
monitoring the effectiveness of their actions.
The Board has engaged external providers to undertake the
administrative activities of the Company and the production of the
annual report and financial statements, which are independently
audited. Clearly documented contractual arrangements are in place
with these parties that define the areas where the Board has
delegated responsibility to them. Whilst the Board delegates
responsibility, it retains accountability for the functions it
delegates and is responsible for the systems of internal
control.
Relations with shareholders
The Board monitors the trading activity and shareholder profile
on a regular basis and places importance on effective communication
with shareholders. The Board and the Broker endeavour to maintain
dialogue with major shareholders. In addition, the Company reports
formally to shareholders twice a year, by way of the annual report
and interim report. All shareholders have the opportunity to attend
the AGM of the Company where a Director is present to answer any
questions.
Current information is provided to shareholders on an ongoing
basis through the Company's website: www.cambium.je.
Internal controls
The Board is ultimately responsible for the Company's system of
internal control and for reviewing its effectiveness. The Board
confirms that there is an ongoing process for identifying,
evaluating and managing the significant risks faced by the Company.
This process has been in place for the year under review and up to
the date of approval of this annual report and financial
statements. In line with general market practice for investment
companies, the Directors do not conduct a formal annual review of
the internal controls. However, the Board does conduct an annual
review of the financial reporting procedures and corporate
governance controls and feels that the procedures employed by the
service providers adequately mitigate the risks to which the
Company is exposed.
The key procedures which have been established to provide
effective internal controls are as follows:
-- Praxis Fund Services (Jersey) Limited ("Praxis Jersey"), under an Administration
Agreement dated 15 April 2016, is responsible for the administration
and company secretarial duties of the Company;
-- Praxis Fund Services Limited, under an outsourcing agreement with Praxis
Jersey dated 15 April 2016, is responsible for the sub-administration
and delegated company secretarial duties of the Company;
-- the Directors of the Company clearly define the duties and responsibilities
of their agents and advisers in the terms of their contracts;
-- Robert Rickman, the Operations Manager, is responsible for the oversight
of forest management and the realisation process for the timber assets
owned by the Company's subsidiaries;
-- the Board reviews financial information produced by the Operations
Manager on a regular basis;
-- the Company does not have an internal audit department. All of the
Company's management functions are delegated to independent third parties
and it is therefore felt that there is no need for the Company to have
an internal audit facility; and
-- on an ongoing basis, independently prepared compliance reports are
provided as appropriate at Board meetings.
The internal control systems are designed to meet the Company's
particular needs and the risks to which it is exposed. Accordingly,
the internal control systems are designed to manage rather than
eliminate the risk of failure to achieve business objectives and by
their nature can only provide reasonable and not absolute assurance
against misstatement and loss.
Bribery Act
The Bribery Act came into force in the UK on 1 July 2011. Whilst
the Act is UK legislation and is not directly applicable to Jersey,
its far-reaching provisions mean that it does impact on Jersey
companies. It is therefore important that the Company is aware of
the impact of the Act, the offences under the Act and how to
protect itself. The Company acknowledges its responsibility to
maintain adequate procedures to prevent acts of bribery and has
considered the risks and aspects of the Company's business that
might be improved to mitigate such risks. The Board has a zero
tolerance policy towards bribery and is committed to carrying out
business fairly, honestly and openly.
Foreign Account Tax Compliance Act ("FATCA")/Intergovernmental
Agreement ("IGA")
The Company's return for 2020 under the Jersey/US IGA (US FATCA)
was completed on time in June 2021.
Some accounts are exempted from reporting and this includes
accounts for certain types of listed shares.
Common Reporting Standard ("CRS")
The Company's CRS return for 2020 was completed on time in June
2021.
The Jersey regulations that give effect to CRS in Jersey came
into effect from 1 January 2016. All new account holders were
required to complete self-certification forms and any high value
pre-existing individual account holders needed to be identified by
31 December 2016. The Company complied on time with on-boarding
procedures, the due diligence process to identify all pre-existing
accounts, and annual reports to date.
Directors' responsibilities with regards to financial
reporting
The Directors are responsible for preparing 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 they have
elected to prepare the financial statements in accordance with
International Financial Reporting Standards and applicable law.
Under the Companies (Jersey) Law 1991, the Directors must not
approve the financial statements for any period unless they are
satisfied that the financial statements give a true and fair view
of the state of affairs of the Group and of the profit or loss of
the Group 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 accounting standards have been followed, subject
to any material departures disclosed and explained in the financial
statements;
-- assess the Company's ability to continue as a going concern, disclosing,
as applicable, matters related to going concern; and
-- use the going concern basis of accounting unless they either intend
to liquidate the Company or to cease operations, or have no realistic
alternative but to do so.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Group's
transactions and disclose with reasonable accuracy at any time the
financial position of the Group and enable them to ensure that the
financial statements comply with Companies (Jersey) Law 1991. They
are responsible for such internal control as they determine is
necessary to enable the preparation of financial statements that
are free from material misstatement, whether due to fraud or error,
and have general responsibility for taking such steps as are
reasonably open to them to safeguard the assets of the Group and to
prevent and detect fraud and other irregularities.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
Company's website. Legislation in Jersey governing the preparation
and dissemination of financial statements may differ from
legislation in other jurisdictions.
In the opinion of the Directors, the annual report and audited
consolidated financial statements taken as a whole, are fair,
balanced and understandable and provide the information necessary
to assess the Company's performance, business model and
strategy.
Auditor
On 27 May 2021, KPMG Channel Islands Limited retired as the
Company's auditor. On 28 May 2021, Moore Stephens Audit &
Assurance (Jersey) Limited ("Moore Stephens") was appointed in
their place. A resolution giving authority to reappoint Moore
Stephens will be proposed at the forthcoming AGM.
Directors' remuneration report
An ordinary resolution for approval of the Remuneration
Committee's Report will be put to shareholders at the forthcoming
AGM.
Company performance
The Board is responsible for the Company's investment strategy
and performance, although the management oversight of the Company's
investments and operations is delegated to the Operations
Manager.
On behalf of the Board
Antony Gardner-Hillman Mark Rawlins
26 November 2021 26 November 2021
Audit Committee Report
For the year ended 30 April 2021
The Company has established an Audit Committee with formally
delegated duties and responsibilities which are documented in
written terms of reference, copies of which are available from the
Company Secretary.
Chairman and Membership
During the year, the Audit Committee was chaired by Antony
Gardner-Hillman, who took over from Roger Lewis as Chairman upon
the resignation of the latter as a Director on 1 May 2020. Its
members are all three members of the Board of Directors, each of
whom is an independent, non-executive Director. The Audit Committee
meets not less than twice a year and meets with the external
Auditor at least once a year. The performance, membership and terms
of reference of the Audit Committee are kept under review. Mark
Rawlins took over from Mr Gardner-Hillman as Chairman of the
Committee on 8 June 2021.
Duties
The principal duties of the Audit Committee in discharging its
responsibilities include reviewing the Annual Report and audited
consolidated financial statements, the Interim Report and unaudited
consolidated financial statements, the system of internal control
and the terms of engagement and remuneration of the external
Auditor. The Audit Committee considers, discusses and agrees the
nature and scope of the audit and reviews the effectiveness of the
audit and the independence and objectivity of the external Auditor.
The Audit Committee is responsible for monitoring the financial
reporting process, including the appropriateness of the Group's
accounting policies, and the effectiveness of the Group's internal
control policies and procedures for the identification, assessment
and reporting of risks and the prevention and detection of fraud.
The Audit Committee is also responsible for overseeing the
Company's relationship with the external Auditor, including making
recommendations to the Board in relation to the appointment,
re-appointment or removal of the Company's external Auditor.
Financial Reporting and Audit
The Audit Committee reviews, considers and, if thought
appropriate, recommends to the Board the approval of the contents
of the Interim Report and unaudited consolidated financial
statements and the Annual Report and audited consolidated financial
statements, together with the report of the external Auditor. The
Audit Committee focuses particularly on any changes in accounting
policies and practices, major areas of judgement, including the
fair value of investments, significant adjustments arising from the
audit, the going concern assessment, compliance with accounting
standards, and compliance with legal, regulatory and corporate
governance requirements.
The Audit Committee provides a formal forum through which the
external Auditor may discuss any problems or reservations which
arise from the audit or otherwise and the external Auditor is
invited to attend meetings at which the annual consolidated
financial statements are considered.
After discussion with the Operations Manager, the Audit
Committee is in agreement with the key sources of estimation
uncertainty, as described in note 4 to the consolidated financial
statements.
Note 5 to the consolidated financial statements highlights that
the total carrying values of the Group's assets and liabilities
were GBP7.53 million (2020: GBP9.49 million) and GBP0.20 million
(2020: GBP1.79 million) respectively. The Group's assets and
liabilities are valued based on the accounting policies described
in detail in note 3 to the consolidated financial statements.
Valuation methodologies have been discussed with the Operations
Manager and are reviewed by the Audit Committee. These valuations
are taken into consideration when estimating the fair values of
GBP0.89 million for the Forquilha tree crop and of GBP3.80 million
for the contractual receivables relating to the sales of the Agua
Santa land and plantations, the Ribeirao do Gado land and
plantations, the 3R Tocantins land and plantations and the
Forquilha land in these consolidated financial statements.
After due consideration the Audit Committee recommends to the
Board that the Annual Report and consolidated financial statements,
taken as a whole, are fair, balanced and understandable and provide
the information necessary for shareholders to assess the Group's
performance, business model and strategy.
External Auditor
The Audit Committee keeps under review the relationship with the
external Auditor, including (but not limited to) the independence
and objectivity of the external Auditor and the consideration of
fees paid to the external Auditor together with any other fees
payable in respect of non-audit services, and discusses with the
external Auditor issues such as compliance with accounting
standards. All non-audit services are pre-approved by the Audit
Committee after they are satisfied that relevant safeguards are in
place to protect the Auditor's objectivity and independence.
KPMG Channel Islands Limited retired as the Company's external
Auditor on 27 May 2021, and Moore Stephens Audit & Assurance
(Jersey) Limited were appointed in their place on 28 May 2021.
Internal Controls
The Operations Manager, Administrator and Sub-Administrator
together maintain a system of internal control which they report to
the Audit Committee. The Audit Committee has reviewed the need for
an internal audit function and has decided that the systems and
procedures employed by the Operations Manager, Administrator and
Sub-Administrator provide sufficient assurance that a sound system
of risk management and internal control is maintained to safeguard
shareholders' investment and the assets of the Group. An internal
audit function specific to the Group has therefore been considered
unnecessary.
The Audit Committee has considered non-financial areas of risk
such as disaster recovery and staffing levels of service
providers.
On behalf of the Audit Committee
Mark Rawlins
Audit Committee Chairman
26 November 2021
Remuneration Committee Report
For the year ended 30 April 2021
Introduction
An ordinary resolution to receive and adopt this report will be
put to shareholders at the forthcoming AGM.
Policy on Directors' fees
The Remuneration Committee was appointed on 26 January 2010. It
comprises all three members of the Board of Directors and is
chaired by Svante Adde.
The Board's policy is that the remuneration of the Directors
should reflect the experience of each Board Member and the Board as
a whole. It is ensured that the remuneration of each Director
reflect their duties, responsibilities and time spent so as to be
fair and comparable with similarly sized companies, with similar
regulation and structure. The level of remuneration should be
sufficient to retain the Directors to oversee the Company properly
and to reflect its specific circumstances. It is intended that this
policy will continue for the year ending 30 April 2021 and
subsequent years.
Furthermore, the fees for the Directors are determined within
limits set out in the Company's Articles of Association. The
present limit is an aggregate of GBP200,000 per annum. The
Directors are not eligible for bonuses or incentive schemes.
Details of the Directors' remuneration during the year are
disclosed below.
During the year the Directors received the following contractual
Directors' fees from the Company:
30 April 30 April
2021 2020
Total Total
GBP GBP
----------------------------------- --------- ---------
Antony Gardner-Hillman (Chairman) 48,000 48,000
Svante Adde 25,000 25,000
Mark Rawlins 25,000 -
Roger Lewis - 25,000
98,000 98,000
----------------------------------- --------- ---------
The Directors are also entitled to be repaid all reasonable out
of pocket expenses properly incurred by them in connection with the
performance of their duties or in attending meetings of the Board
or of committees or general meetings.
The Board has a breadth of experience relevant to the Company
and has access to independent professional advice at the Company's
expense where they deem it necessary to discharge their
responsibility as Directors. The Board, with assistance of its
Committees, can identify the need for any new appointments and
consideration will be given as to whether a formal induction
process is appropriate and if any relevant training needs to be
offered for the role. Directors believe that any changes to the
Board's composition can be managed without undue disruption.
Other than the above, there were no other fees paid to the
Board. The Company did not engage the services of an external
remuneration consultant during the year.
On behalf of the Remuneration Committee
Svante Adde
Remuneration Committee Chairman
26 November 2021
INDEPENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF CAMBIUM GLOBAL
TIMBERLAND LIMITED
Report on the Audit of the Financial Statements
Qualified Opinion
We have audited the consolidated financial statements of Cambium
Global Timberland Limited and its subsidiaries (the "Group") which
comprise the consolidated statement of comprehensive income, the
consolidated statement of financial position as at 30 April 2021,
the consolidated statement of changes in equity, consolidated
statement of cash flows and notes to the financial statements
including a summary of significant accounting policies. The
financial reporting framework that has been applied in their
preparation is applicable law and International Financial Reporting
Standards ('IFRS') as adopted by the International Accountings
Standards Board ("IASB").
In our opinion, except for the matter described in the Basis for
Qualified Opinion paragraph, the financial statements:
-- give a true and fair view of the state of the Group's affairs
as at 30 April 2021 and of its results for the year then ended;
-- have been properly prepared in accordance with the IFRS as adopted by the IASB; and
-- have been prepared in accordance with the requirements of the Companies (Jersey) Law 1991.
Basis for qualified opinion
During the year ended 30 April 2021, the Group has disposed of
the majority of its forestry assets in line with the Group's
strategy of orderly realisation of its investments. As a result,
the Group has been exposed to tax on realised profits from the sale
of assets. The Group has not made any provision for tax liability
as the Group believes it has sufficient deductible tax losses
available to be offset against its realised profits. We were unable
to obtain sufficient reliable and relevant audit evidence relating
to the existence and quantification of such tax losses and
consequently, we are unable to determine whether the Group's
exposure to tax liability, if any, is material.
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the
Auditor's responsibilities for the audit of the consolidated
financial statements section of our report. We are independent of
the Group in accordance with the ethical requirements that are
relevant to our audit of the consolidated financial statements in
Jersey, including the FRC's Ethical Standard as applied to listed
entities, and we have fulfilled our ethical responsibilities in
accordance with these requirements. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide
a basis for our qualified audit opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the
Director's use of the going concern basis of accounting in the
preparation of the financial statements is appropriate.
Our evaluation of the directors' assessment of the Group's
ability to continue to adopt the going concern basis of accounting
included understanding the nature of the Group, its business model,
system of internal controls and related risks including relevant
impact of the COVID-19 pandemic to the business, critically
assessing the key assumptions made by management including its
appropriateness in the context of the financial reporting
framework, and evaluating the directors' plans for future actions
in relation to their assessment.
Based on the work we have performed, we have not identified any
material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the
Group's ability to continue as a going concern for a period of at
least twelve months from when the financial statements are
authorised for issue.
Our responsibilities and the responsibilities of the directors
with respect to going concern are described in the relevant
sections of this report.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
consolidated financial statements of the current period and include
the most significant assessed risks of material misstatement
(whether or not due to fraud) we identified, including those which
had the greatest effect on the overall audit strategy; the
allocation of resources in the audit; and directing the efforts of
the engagement team. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion these
matters.
Key Audit Matter How the matter was addressed in the
audit
Impairment of receivables Our main audit procedures in respect
of revenue recognition were as follows:
The Group's financial receivables * We obtained an understanding of the Group's
as at year end represents accounting policy and estimation techniques applied
51% of the total assets and to receivables, including an analysis of the
are classified as financial effectiveness of the design and implementation of
assets measured at amortised controls related to relevant processes employed by
cost. The calculation of impairment the Group;
involves management estimation
and may be subject to management
bias. * We performed direct confirmation to the
counterparties to ensure that the receivables exist
and are complete. In addition to the confirmation of
balances, we have inquired from counterparties
whether there are any events or conditions that will
hinder them in meeting the agreed payment schedule
and timeline;
* We obtained and reviewed the valuation workings
performed by the Operations Manager as approved by
the Board of Directors;
* We determine any indicators of impairment including
assessing subsequent recoveries of receivables and
reviewing available financial reports supporting the
financial standings of counterparties; and,
* We reviewed the disclosures included in the notes to
the consolidated financial statements.
Key Observations
We did not note any material issues
arising from the procedures performed
in this area.
-----------------------------------------------------------------------
Our application of materiality
We define materiality as the magnitude of misstatements in the
consolidated financial statements that makes it probable that the
economic decisions of a reasonably knowledgeable person would be
changed or influenced. We use materiality to determine the scope of
our audit and the nature, timing and extent of our audit procedures
and to evaluate the results of that work. Materiality was
determined as follows:
Consolidated financial statements as a whole:
Materiality was calculated at GBP215,000 which is approximately
3% of Net Assets. This benchmark is considered the most appropriate
because, based on our professional judgement, we considered that
this is the primary measure used by the users of the consolidated
financial statements in assessing the performance of the Group.
Communication of misstatements to the Board:
We agreed with the Directors that any misstatement above
GBP10,700 identified during our audit will be reported, together
with any misstatement below that threshold that, in our view,
warranted reporting on qualitative grounds.
An overview of the scope of our audit
During our audit planning, we determined materiality and
assessed the risks of material misstatement in the consolidated
financial statements including the consideration of where Directors
made subjective judgements, for example, in respect of the
assumptions that underlie significant accounting estimates and
their assessment of future events that are inherently uncertain. We
tailored the scope of our audit in order to perform sufficient work
to enable us to provide an opinion on the consolidated financial
statements as a whole taking into account the Group, its accounting
processes and controls and the industry in which it operates.
Other information
The Directors are responsible for the other information. The
other information comprises the information included in the annual
report set out belowother than the consolidated financial
statements and our auditor's report thereon. Our opinion on the
consolidated financial statements does not cover the other
information and we do not express any form of assurance conclusion
thereon.
In connection with our audits of the consolidated financial
statements, our responsibility is to read the other information
identified above when it becomes available and, in doing so,
consider whether the other information is materially inconsistent
with the consolidated financial statements, or our knowledge
obtained in the audits or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent
material misstatements, we are required to determine whether there
is a material misstatement of the consolidated financial statements
or a material misstatement of the other information. If, based on
the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report
that fact.
We have nothing to report in this regard.
Matters on which we are required to report by exception
In respect solely of the limitation on our work relating to the
tax exposure of the Group as described in our Basis for Qualified
Opinion:
-- we have failed to obtain all the information and
explanations, which, to the best of our knowledge and belief, are
necessary for the purposes of our audit.
We have nothing to report in respect of the following matters
where the Companies (Jersey) Law 1991 requires us 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
-- we have not received all the information and explanations we require for our audit.
Responsibilities of directors for the consolidated financial
statements
As explained more fully in the Statement of Directors'
Responsibilities above, the Directors are responsible for the
preparation of the consolidated financial statements which give a
true and fair view, and for such internal control as the Directors
determine is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the consolidated financial statements, the
Directors are responsible for assessing the Group's ability to
continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the
Group or to cease operations, or have no realistic alternative but
to do so.
Auditor's responsibilities for the audit of the financial
statements
Our objectives are to obtain reasonable assurance about whether
the financial statements are free from material misstatement,
whether due to fraud or error, and to issue an auditor's report
that includes our opinion.
Reasonable assurance is a high level of assurance but is not a
guarantee that an audit conducted in accordance with ISAs (UK) will
always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of
these consolidated financial statements.
Explanation as to what extent the audit was considered capable
of detecting irregularities, including fraud
The objectives of our audit, in respect to fraud, are; to
identify and assess the risks of material misstatement of the
financial statements due to fraud; to obtain sufficient appropriate
audit evidence regarding the assessed risks of material
misstatement due to fraud, through designing and implementing
appropriate responses; and to respond appropriately to fraud or
suspected fraud identified during the audit. However, the primary
responsibility for the prevention and detection of fraud rests with
both those charged with governance of the Group and its
management.
Our approach was as follows:
-- We obtained an understanding of the legal and regulatory
frameworks that are applicable to the Group and determined that the
most significant are those that relate to the Companies (Jersey)
Law 1991 and the AIM Rules for Companies. We also reviewed the laws
and regulations applicable to the Group that have an indirect
impact on the financial statements.
-- We gained an understanding of how the Group is complying with
Companies (Jersey) Law 1991 and the AIM Rules for Companies by
making inquiries of management. We corroborated our inquiries
through our review of minutes of Board of Directors meetings and
the review of various correspondence examined in the context of our
audit and noted that there was no contradictory evidence.
-- We assessed the susceptibility of the Group's financial
statements to material misstatement, including how fraud might
occur, by meeting with management to understand where they
considered there was susceptibility to fraud. We also considered
performance targets and their propensity to influence management to
manage earnings and revenue by overriding internal controls. We
performed specific procedures to respond to the fraud risk of
inappropriate revenue recognition. Our procedures also included a
risk-based sample of journal entries that may have been posted with
the intention of overriding internal controls to manipulate
earnings. These procedures were designed to provide reasonable
assurance that the financial statements were free from fraud or
error.
-- Based on this understanding, we designed specific appropriate
audit procedures to identify instances of non-compliance with laws
and regulations. This included making enquiries of management and
those charged with governance and obtaining additional
corroborative evidence as required.
A further description of our responsibilities for the audit of
the financial statements is located on the Financial Reporting
Council's website at
https://www.frc.org.uk/auditorsresponsibilities.This description
forms part of our auditor's report.
Use of our report
This report is made solely to the Group's shareholders as a
body, in accordance with Article 113A of the Companies (Jersey) Law
1991. Our audit work has been undertaken so that we might state to
the Group's shareholders those matters we are required to state to
them in an auditor's report and for no other purpose. To the
fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Group and the Group's
shareholders as a body, for our audit work, for this report, or for
the opinions we have formed.
Phillip Callow
For and on behalf of Moore Stephens Audit & Assurance
(Jersey) Limited
1 Waverley Place
Union Street
St Helier
Jersey
Channel Islands
JE4 8SG
Dated: 26 November 2021
Consolidated Statement of Comprehensive Income
For the year ended 30 April 2021
30 April 2021 30 April 2020
Continuing operations Notes GBP GBP
------------------------------------------------ ---------- -------------- --------------
Finance costs 8 (109,830) (115,996)
Net foreign exchange loss (1,082) (1,282)
---------------------------------------------------- ------ -------------- --------------
Net finance costs (110,912) (117,278)
---------------------------------------------------- ------ -------------- --------------
Administrative expenses 6 (536,697) (472,596)
Loss for the year from continuing operations (647,609) (589,874)
---------------------------------------------------- ------ -------------- --------------
Discontinued operations
Profit/(loss) on disposal of assets
held for sale 13 1,192,547 (20,696)
Increase/(decrease) in fair value of
assets and disposal group held for sale 13 412,204 (1,637,347)
Revaluation of receivable from disposal
of asset held for sale 319,489 -
1,924,240 (1,658,043)
---------------------------------------------------------------------------- --------------
Administrative expenses 6 (213,722) (145,171)
Forestry management expenses - (5,351)
Forestry operating expenses 7 (316,778) (434,761)
(530,500) (585,283)
---------------------------------------------------------------------------- --------------
Operating profit/(loss) from discontinued
operations 1,393,740 (2,243,326)
---------------------------------------------------- ---------------------- --------------
Finance costs 8 (5,380) (24,326)
Net foreign exchange loss (56,147) (101,298)
---------------------------------------------------- ---------------------- --------------
Net finance costs (61,527) (125,624)
---------------------------------------------------- ---------------------- --------------
Profit/(loss) before taxation from discontinued
operations 1,332,213 (2,368,950)
Taxation charge 9 - -
---------------------------------------------------- ------ -------------- --------------
Profit/(loss) for the year from discontinued
operations 1,332,213 (2,368,950)
---------------------------------------------------- ---------------------- --------------
Profit/(loss) for the year 684,604 (2,958,824)
---------------------------------------------------- ---------------------- --------------
Other comprehensive loss
Items that are or may be reclassified
to profit or loss, net of tax
Foreign exchange loss on translation
of discontinued foreign operations 15 (1,062,520) (3,239,954)
Other comprehensive loss for
the year (1,062,520) (3,239,954)
-------------------------------------------------- ------ -------------- --------------
Total comprehensive loss for the year (377,916) (6,198,778)
---------------------------------------------------- ---------------------- --------------
Basic and diluted earnings/(loss) per 10 0.93 pence (4.01) pence
share
---------------------------------------------------- ------ -------------- --------------
Basic and diluted loss per share from 10 (0.88) pence (0.80) pence
continuing operations
---------------------------------------------------- ------ -------------- --------------
Basic and diluted earnings/(loss) per 10 1.81 pence (3.21) pence
share from discontinued operations
---------------------------------------------------- ------ -------------- --------------
All gains and losses from continuing and discontinued operations
are attributable to the Company. There are no non-controlling
interests.
The notes below form an integral part of these consolidated
financial statements.
Consolidated Statement of Financial Position
At 30 April 2021
30 April 2021 30 April 2020
Notes GBP GBP
Non-current assets
Trade and other receivables 14 942,487 1,441,991
------------ --------------
Current assets
Assets held for sale 13 980,744 5,608,306
Trade and other receivables 14 2,879,821 1,816,048
Cash and cash equivalents 2,721,997 625,612
------------ --------------
Total current assets 6,582,562 8,049,966
------------ --------------
Total assets 7,525,049 9,491,957
------------------------------- ----------------- --------------
Current liabilities
Liabilities held for sale 13 160,443 46,269
Loan payable to related party 16 - 1,652,347
Trade and other payables 17 38,836 89,655
Total liabilities 199,279 1,788,271
------------------------------- ----------------- --------------
Net assets 11 7,325,770 7,703,686
------------------------------- --- ------------ --------------
Equity
Stated capital 20 2,000,000 2,000,000
Distributable reserve 21 82,603,312 82,603,312
Translation reserve 21 (1,500,249) (437,729)
Retained loss (75,777,293) (76,461,897)
------------------------------- ----------------- --------------
Total equity 7,325,770 7,703,686
------------------------------- --- ------------ --------------
Net asset value per share 11 9.9 pence 10.4 pence
------------------------------- --- ------------ --------------
These consolidated financial statements were approved and
authorised for issue on 26 November 2021 by the Board of
Directors.
Antony Gardner-Hillman Mark Rawlins
The notes below form an integral part of these consolidated
financial statements.
Consolidated Statement of Changes in Equity
For the year ended 30 April 2021
Stated Distributable Translation Retained
capital reserve reserve loss Total
GBP GBP GBP GBP GBP
---------------------------------------- ---------- -------------- ------------ ------------- ------------
At 30 April 2020 2,000,000 82,603,312 (437,729) (76,461,897) 7,703,686
Total comprehensive loss for
the year
Profit for the year - - - 684,604 684,604
Other comprehensive loss
Foreign exchange losses on translation
of discontinued foreign operations
(note 15) - - (1,062,520) - (1,062,520)
---------------------------------------- ---------- -------------- ------------ ------------- ------------
Total comprehensive loss - - (1,062,520) 684,604 (377,916)
---------------------------------------- ---------- -------------- ------------ ------------- ------------
At 30 April 2021 2,000,000 82,603,312 (1,500,249) (75,777,293) 7,325,770
---------------------------------------- ---------- -------------- ------------ ------------- ------------
Stated Distributable Translation Retained
capital reserve reserve loss Total
GBP GBP GBP GBP GBP
---------------------------------------------------- -------------- ------------ ------------- ------------
At 30 April 2019 2,000,000 82,648,243 2,802,225 (73,503,073) 13,947,395
Total comprehensive loss for
the year
Loss for the year - - - (2,958,824) (2,958,824)
Other comprehensive loss
Foreign exchange losses on translation
of discontinued foreign operations
(note 15) - - (3,239,954) - (3,239,954)
---------------------------------------- ---------- -------------- ------------ ------------- ------------
Total comprehensive loss - - (3,239,954) (2,958,824) (6,198,778)
---------------------------------------- ---------- -------------- ------------ ------------- ------------
Transactions with owners
Share buy-backs (note 20) - (44,931) - - (44,931)
---------------------------------------- ---------- -------------- ------------ ------------- ------------
Total transactions with owners - (44,931) - - (44,931)
---------------------------------------- ---------- -------------- ------------ ------------- ------------
At 30 April 2020 2,000,000 82,603,312 (437,729) (76,461,897) 7,703,686
---------------------------------------- ---------- -------------- ------------ ------------- ------------
The notes below form an integral part of these consolidated
financial statements.
Consolidated Statement of Cash Flows
For the year ended 30 April 2021
30 April 2021 30 April 2020
Note GBP GBP
------------------------------------------------------- ------------ --------------
Cash flows from operating activities
Profit/(loss) for the year 684,604 (2,958,824)
Adjustments for:
(Increase)/decrease in fair value
of assets and disposal group held
for sale 13 (412,204) 1,637,347
(Profit)/loss on disposal of assets
held for sale 13 (1,192,547) 20,696
Revaluation of receivable from disposal
of assets held for sale (319,489) -
Net finance costs, excluding foreign
exchange movements - continuing operations 8 109,830 115,996
Net finance costs, excluding foreign
exchange movements - discontinued
operations 8 5,380 24,326
Decrease in trade and other receivables
(excluding receivables reclassified
from assets held for sale) 31,592 165,779
Increase/(decrease) in trade and other
payables 63,355 (15,677)
(1,029,479) (1,010,357)
Tax paid - -
-------------------------------------------------- ----------------- --------------
Net cash used in operating activities (1,029,479) (1,010,357)
-------------------------------------------------- ----------------- --------------
Cash flows from investing activities - discontinued operations
Net proceeds received from sale of assets
held for sale 13 5,166,539 727,790
Cost capitalised to land and plantations 13 - (105,317)
Net cash from investing activities 5,166,539 622,473
-------------------------------------------------- --- ------------ --------------
Cash flows from financing activities
Share buy-backs 20 - (44,931)
Repayment of loan payable to related
party (1,652,347) -
Net finance costs, excluding foreign
exchange movements (115,210) (27,212)
Net cash used in financing activities (1,767,557) (72,143)
-------------------------------------------------- ----------------- --------------
Net increase/(decrease) in cash and
cash equivalents 2,369,503 (460,027)
-------------------------------------------------- ----------------- --------------
Foreign exchange movements (273,118) (51,642)
Balance at the beginning of the year 625,612 1,137,281
-------------------------------------------------- ----------------- --------------
Balance at the end of the year 2,721,997 625,612
-------------------------------------------------- --- ------------ --------------
The notes below form an integral part of these consolidated
financial statements.
Notes to the Consolidated Financial Statements
For the year ended 30 April 2021
1. General information
The Company and its subsidiaries (together the "Group") is
nearing the end of a process of realising a portfolio of forestry
based properties managed on an environmentally and socially
sustainable basis. The Group has disposed of its forestry assets
and as at the year end date the Group's remaining forestry-related
assets, comprising plantations awaiting harvesting and receivables
related to such sales, are all located in Brazil.
The Company is a closed-ended public company with limited
liability, incorporated in Jersey, Channel Islands on 19 January
2007. The address of its registered office is Charter Place, 23/27
Seaton Place, St Helier, Jersey JE1 1JY.
These consolidated financial statements (the "financial
statements") were approved and authorised for issue on 26 November
2021 and signed by Mark Rawlins and Antony Gardner-Hillman on
behalf of the Board.
The Company is listed on AIM, a market of the London Stock
Exchange.
2. Basis of preparation
The consolidated financial information included in the financial
statements for the year ended 30 April 2021 has been prepared in
accordance with International Financial Reporting Standards
("IFRS") issued and adopted by the International Accounting
Standards Board ("IASB"). They give a true and fair view and are in
compliance with applicable legal and regulatory requirements of the
Companies (Jersey) Law 1991.
The financial statements have been prepared in Sterling, which
is the presentation currency and functional currency of the
Company, and under the historical cost convention, except for
investment property, plantations, buildings, assets and liabilities
held for sale and certain financial instruments, which are carried
at fair value less cost to sell.
The preparation of the financial statements in accordance with
IFRS requires Directors to make estimates and assumptions that
affect the reported amounts of revenues, expenses, assets and
liabilities, and the disclosure of contingent liabilities at the
date of the financial statements. It also requires management to
exercise its judgement in the process of applying accounting
policies. The main area of the financial statements where
significant estimates are made by the Directors is in determining
the valuation and fair value of the assets held for sale and
contractual receivables for the sale of land and plantations as
disclosed in notes 4, 12, 13 and 14. The areas involving high
degrees of judgement or complexity, or areas where the assumptions
and estimates are significant to financial statements are disclosed
in note 4.
Going concern and assets and liabilities held for sale
On 30 November 2012, the Directors announced the outcome of the
strategic review initiated in June 2012. The Directors proposed and
recommended a change of investment policy with a view to
implementing an orderly realisation of the Group's investments in a
manner which maximises value for shareholders, and to returning
surplus cash to shareholders over time through ad hoc returns of
capital. This proposal was approved by shareholders at an
Extraordinary General Meeting ("EGM") on 22 February 2013.
Since the EGM, the portfolio has been reviewed by the Directors
with a view to an orderly sale of the assets in such a manner as to
enable their inherent value to be realised. During the year, the
Directors have completed sale transactions for the Group's
remaining forestry assets. As a result, as at 30 April 2021, the
portfolio of assets is classified as held for sale (and its
transactions for the year as discontinued operations) under IFRS 5
'Non-current Assets Held for Sale and Discontinued Operations', as
disclosed in note 13.
As at the date of approval of these financial statements, the
Directors have no intention to instigate a winding-up of the
Company, a course of action that would require the approval of
shareholders. As a result, as at 30 April 2021 the assets and
liabilities of the Company pertaining to the Jersey operations have
not been classified as held for sale and its operations continue to
be treated as continuing.
The COVID-19 pandemic has resulted in adverse impact to
businesses globally and has contributed to the volatility of many
businesses and communities throughout the world. The impact of the
global spread of COVID-19 continues to evolve and will require
continued assessment as the pandemic follows its course. The extent
of the impact on the Group's investments and ultimately to the
Group will depend on future developments, including the duration of
the outbreak and the extent of the impact of the pandemic on the
Brazilian economy, in particular on the counterparties to the
Group's agreements for the sale of the Agua Santa, Ribeirao do Gado
and Forquilha properties. The virus is widespread in Brazil, and is
likely to continue to be so for some time, however there is
evidence that Brazilian rural activities continue largely
unaffected. These agreements are underpinned by the competitive
Brazilian exchange rate and continued demand for wood, paper and
agricultural products on a worldwide basis. The Group continues to
monitor the ability of service providers to continue to function
with employees working from home. In the opinion of the Board,
there are, for the time being, no signs that contracts entered into
will not run their course. The Board will nevertheless continue to
monitor the situation and take appropriate mitigating actions as
necessary.
The Directors have reviewed the Group's cash flow forecasts,
which cover the period to 28 February 2023 and consider that the
Group has sufficient resources available to pay its liabilities as
they fall due. On the basis of the above, the Directors believe it
is appropriate to prepare the financial statements on a going
concern basis.
Amended accounting standards effective and adopted
-- IAS 1 (amended), "Presentation of Financial Statements"
(amendments regarding the definition of material, effective for
periods commencing on or after 1 January 2020).
In addition, in September 2019, the IASB completed its Interest
Rate Benchmark Reform (Amendments to IFRS 9, IAS 39 and IFRS 7)
project, which has amended those standards to require additional
disclosures around uncertainty arising from the interest rate
benchmark reform, effective for periods commencing on or after 1
January 2020.
The adoption of these amended standards has had no material
impact on the financial statements of the Company.
Amended accounting standards applicable to future reporting
periods
-- IAS 1 (amended), "Presentation of Financial Statements"
(amendments regarding the classification of liabilities, effective
for periods commencing on or after 1 January 2023).
In addition, the IASB has completed the following projects
during the period:
-- 'Annual Improvements to IFRS Standards 2018-2020', published
in May 2020. This project has amended certain existing standards
effective for accounting periods commencing on or after 1 January
2022.
-- 'Replacement issues in the context of the IBOR reform',
published in August 2020. This project has amended certain existing
standards effective for accounting periods commencing on or after 1
January 2021.
The Directors do not anticipate that the adoption of these
amended standards in future periods will have a material impact on
the financial statements of the Company.
3. Significant accounting policies
A summary of the principal accounting policies, all of which
have been applied consistently throughout the year, is set out
below.
Basis of consolidation
The financial statements incorporate the financial statements of
the Company and its subsidiaries, including special purpose
entities ("SPEs") controlled by the Company, made up to 30 April
2021. Control is achieved when the Company is exposed, or has
rights, to variable returns from its involvement with an investee
and has the ability to affect those returns through its power over
the investee.
a) Subsidiaries
Subsidiaries are entities controlled by the Group. The financial
statements of subsidiaries are included in the financial statements
from the date that control commences until the date that control
ceases. The accounting policies of subsidiaries have been changed
when necessary to align them with the policies adopted by the
Group.
b) Transactions eliminated on consolidation
When necessary, adjustments are made to the financial statements
of subsidiaries to bring the accounting policies used in line with
those used by the Group. All intra-group transactions, balances,
income and expenses are eliminated on consolidation.
c) Discontinued operations
A discontinued operation is a component of the Group's business,
the operations and cash flows of which can be clearly distinguished
from the rest of the Group and which:
-- represents a separate major line of business or geographical area of operations;
-- is part of a single co-ordinated plan to dispose of a
separate major line of business or geographical area of
operations;
-- is a subsidiary acquired exclusively with a view to re-sale.
Classification as a discontinued operation occurs at the
earliest of disposal or when the operation meets the criteria to be
classified as held-for-sale.
When an operation is classified as a discontinued operation, the
comparative statement of comprehensive income and statement of cash
flows are re-presented as if the operation had been discontinued
from the start of the comparative year.
Revenue and other income
Revenue is recognised when it is probable that the economic
benefits associated with the transaction will flow to the Group and
the amount of revenue can be measured reliably. Revenues are
accounted for on an accruals basis.
Finance income and finance costs
Finance income comprises interest income on funds invested.
Interest income and expense are accrued on a time basis by
reference to the principal outstanding and the effective interest
rate applicable.
Finance costs comprise bank charges and interest payable on the
loan from a related party, which was repaid during the year.
Foreign currency gains and losses are reported on a net
basis.
Foreign currencies
a) Functional and presentation currency
Items included in the financial statements of each of the Group
entities are measured in the currency of the primary economic
environment in which the entity operates (the "functional
currency"). The Group has selected Sterling as its presentation
currency, as it is the currency in which capital has been raised
and dividends (if and when declared) are paid, and is the
functional currency of the Company.
b) Transactions and balances
Transactions in currencies other than Sterling are recorded at
the rates of exchange prevailing on the dates of transactions. At
each period end date, monetary assets and liabilities that are
denominated in foreign currencies are translated at the rates
prevailing on the period end date. Non-monetary assets and
liabilities that are carried at fair value and denominated in
foreign currencies are translated at the rates prevailing at the
date when the fair value was determined. Gains and losses arising
on translation are included in net profit or loss for the period,
except for exchange differences arising on non-monetary assets and
liabilities where the changes in fair value are recognised in other
comprehensive income.
c) Group companies
The results and financial position of all the Group entities
that have a functional currency different from the presentation
currency of the Company are translated into the presentation
currency of the Company as follows:
(i) assets and liabilities in each Statement of Financial Position presented
are translated at the closing rate at the reporting date;
(ii) income and expenses in the Statement of Comprehensive Income are translated
at the average exchange rate prevailing in the period; and
(iii) all resulting exchange differences are recognised in other comprehensive
income and are taken to the translation reserve.
The following exchange rates have been applied in these
financial statements to convert foreign currency balances to
Sterling:
30 April 30 April 30 April 30 April
2021 2021 2020 2020
closing rate average closing average
rate rate rate
---------------------- ------------- --------- --------- ---------
Brazilian Real 7.5115 7.1661 6.9081 5.3580
United States Dollar 1.3822 1.3197 1.2594 1.2666
---------------------- ------------- --------- --------- ---------
On consolidation, the exchange differences arising from the
translation of the net investment in foreign entities are
recognised in other comprehensive income and are taken to the
translation reserve.
Expenses
All expenses are accounted for on an accruals basis. Expenses
which are incidental to the acquisition of an investment property
or plantation are included within the cost of that property and
plantation; for example this will include legal fees, due diligence
fees and other expenses associated with acquisitions that are
capitalised. Expenses incurred in relation to the disposal of an
investment property or plantation are included in profit or loss on
disposal of that asset.
Provisions
Provisions are determined by discounting the expected future
cash flows at a pre-tax rate that reflects current market
assessments of the time value of money and the risks specific to
the liability. Discounting provisions against receivables arising
from the disposal of an asset are set against the profit or loss on
the disposal of the asset in the Statement of Comprehensive
Income.
Impairment
The carrying amounts of the Group's non-financial assets, other
than investment property and plantations, buildings and
improvements are reviewed at each reporting date to determine
whether there is any indication of impairment. If such indication
exists the asset's recoverable amount is estimated. Any impairment
loss is recognised in profit or loss of the Statement of
Comprehensive Income whenever the carrying amount of an asset
exceeds its recoverable amount. For the purposes of assessing
impairment, assets are grouped together at the lowest levels for
which there are separately identifiable cash flows.
An impairment loss is reversed if there has been a change in the
estimates used to determine the recoverable amount. An impairment
loss is reversed only to the extent that the asset's carrying
amount, after the reversal, does not exceed the amount that has
been determined, net of applicable depreciation, if no impairment
loss had been recognised.
Taxation
The Company is subject to Jersey income tax at a rate of 0%. No
charge to Jersey taxation arises on capital gains. The Group is
liable to foreign tax arising on activities in the overseas
subsidiaries. During the year, the Group has owned subsidiaries
incorporated in Brazil and the British Virgin Islands.
The tax expense represents the sum of the tax currently payable
and deferred tax.
The tax currently payable is based on taxable profit for the
year. Taxable profit differs from net profit or net loss as
reported in the Statement of Comprehensive Income because it
excludes items of income and expense that are taxable or deductible
in other years or that are never taxable or deductible. The Group's
liability for current tax is calculated using tax rates that have
been enacted by the reporting date.
Deferred tax is the tax arising on differences between the
carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation
of taxable profit and is accounted for using the liability method.
Deferred tax liabilities are generally recognised for all taxable
temporary differences and deferred tax assets are recognised to the
extent that it is probable that taxable profits will be available
against which deductible temporary differences can be utilised.
Such assets and liabilities are not recognised if the temporary
difference arises from goodwill or from the initial recognition
(other than in a business combination) of other assets and
liabilities in a transaction that affects neither the tax profit
nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary
differences arising on investments in subsidiaries, except where
the Group is able to control the reversal of the temporary
difference and it is probable that the temporary difference will
reverse in the near future.
The carrying amount of deferred tax assets is reviewed at each
reporting date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow
all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to
apply in the period when the liability is settled or the asset
realised. Deferred tax is charged or credited in the Statement of
Comprehensive Income, except when it relates to items charged or
credited directly to equity, in which case the deferred tax is also
dealt with in equity.
Investment property and plantations
a) Investment property
Land is classified as investment property as it is held for
capital appreciation. Investment property is recognised as an asset
when it is probable that the future economic benefits that are
associated with the property will flow to the enterprise and the
cost of the property can be reliably measured. Investment property
is initially measured at cost, including transaction costs.
Investment property is remeasured at fair value, which is the
price at which an orderly transaction to sell the investment
property would take place between market participants at the
measurement date under current market conditions. The fair values
are determined by the Directors, with reference to the latest
offers received, current wood pricing and independent professional
valuations. Gains or losses arising from changes in the fair value
of or from disposal of investment property are recognised in profit
or loss of the Statement of Comprehensive Income.
b) Plantations
Plantations are recognised as biological assets when the Group
controls the asset as a result of past events, it is probable that
future economic benefits will flow to the Group and the fair value
or cost of the asset can be measured reliably. Plantations are
measured on initial recognition and at each reporting date at fair
value less cost to sell. The fair values are determined by the
Directors, with reference to the latest offers received and
independent professional valuations. Gains or losses arising from
changes in the fair value of or from disposal of plantations are
recognised in profit or loss in the Statement of Comprehensive
Income. The Group's plantations are classified as consumable and
mature biological assets. Agricultural produce harvested from
plantations is classified as harvested timber. Gains or losses
arising from changes in the fair value of or from disposal of
plantations are recognised in profit or loss in the Statement of
Comprehensive Income.
Assets held for sale
Assets are classified as held-for-sale if it is highly probable
that they will be recovered primarily through sale rather than
through continuing use. Such assets are generally measured at the
lower of their carrying amount and fair value less costs to sell.
On subsequent remeasurement of a disposal group, the carrying
amounts of assets and liabilities included in the disposal group
classified as held for sale, shall be remeasured in accordance with
applicable IFRSs as set out above before the fair value less costs
to sell of the disposal group is remeasured. Impairment losses on
initial classification as held-for-sale and subsequent gains and
losses on remeasurement are recognised in profit or loss.
Financial instruments
Financial assets and financial liabilities are recognised in the
Group's Statement of Financial Position when the Group becomes a
party to the contractual provisions of the instrument. The Group
offsets financial assets and financial liabilities if the Group has
a legally enforceable right to set off the recognised amounts and
interests and intends to settle on a net basis.
Financial assets
The Group's financial assets fall into the categories below,
with the allocation depending to an extent on the purpose for which
the asset was acquired.
Unless otherwise indicated, the carrying amounts of the Group's
financial assets are a reasonable approximation of their fair
values.
a) Financial assets at amortised cost
Financial assets at amortised cost are non-derivative financial
assets with fixed or determinable payments that are not quoted in
an active market. They arise through deposits on new acquisitions
and also incorporate other types of contractual monetary assets.
They are included in current assets, except for maturities greater
than twelve months after the reporting date which are classified as
non-current assets. The Group's financial assets at amortised cost
comprise trade and other receivables and cash and cash
equivalents.
Trade and other receivables are measured at initial recognition
at fair value and are subsequently measured at amortised cost using
the effective interest rate method.
Impairment provisions are recognised when there is objective
evidence (such as significant financial difficulties on the part of
the counterparty or default or significant delay in payment) that
the Group will be unable to collect all of the amounts due under
the terms of the receivable, the amount of such a provision being
the difference between the net carrying amount and the present
value of the future expected cash flows associated with the
impaired receivable. For trade and other receivables, such
impairments directly reduce the carrying amount of the impaired
asset and are recognised against the relevant income category in
profit or loss of the Statement of Comprehensive Income.
Cash and cash equivalents are carried at cost and comprise cash
in hand and demand deposits, and other short-term highly liquid
investments that are readily convertible to a known amount of cash
and are subject to an insignificant risk of changes in value.
b) De-recognition of financial assets
A financial asset (in whole or in part) is de-recognised either
when the Group has transferred substantially all the risks and
rewards of ownership; or when it no longer has control over the
asset or a portion of the asset; or when the contractual right to
receive cash flows from the asset has expired.
Financial liabilities
a) Financial liabilities at amortised cost
Trade payables and other short-term monetary liabilities are
initially recognised at fair value and subsequently carried at
amortised cost using the effective interest rate method. The effect
of discounting on these financial instruments is not considered to
be material.
Borrowings are recognised initially at fair value. Subsequent to
initial recognition, interest-bearing borrowings are stated at
amortised cost with any difference between cost and redemption
value being recognised in profit or loss of the Statement of
Comprehensive Income over the period of the borrowings on an
effective interest basis.
b) De-recognition of financial liabilities
A financial liability is de-recognised when the obligation
specified in the contract is discharged, cancelled or expired.
c) Stated capital
Financial instruments issued by the Company are treated as
equity only to the extent that they do not meet the definition of a
financial liability. The Company's shares are classified as equity
instruments. For the purposes of the disclosures given in notes 20
and 21 the Group considers all its stated capital and all other
reserves as equity. The Company is not subject to any externally
imposed capital requirements.
d) Effective interest method
The effective interest rate method is a method of calculating
the amortised cost of a financial asset or liability and of
allocating interest income and expense over relevant periods. The
effective interest rate is the rate that exactly discounts
estimated future cash receipts or payments (including all fees on
points paid or received that form an integral part of the effective
interest rate, transaction costs and other premiums or discounts)
through the expected life of the financial asset or liability or
where appropriate, a shorter period.
Dividends
A dividend is recognised as a liability in the financial
statements in the period in which it becomes an obligation of the
Company.
Determination and presentation of operating segments
The Group determines and presents operating segments based on
the information that is provided internally to the Board of
Directors by the Operations Manager.
An operating segment is a component of the Group that engages in
business activities from which it may earn revenues and incur
expenses, including revenues and expenses that relate to
transactions with any of the Group's other components. An operating
segment's operating results are reviewed regularly by the Board of
Directors to make decisions about resources to be allocated to the
segment and assess its performance, and for which discrete
financial information is available.
The Board of Directors is the Chief Operating Decision Maker
("CODM"). Segment results that are reported to the CODM include
items directly attributable to a segment as well as those that can
be allocated on a reasonable basis. The Jersey segment comprises
mainly corporate assets and corporate expenses to administer and
register the ultimate holding company.
Segment capital expenditure is the total cost incurred during
the year to acquire and/or maintain property, buildings, plant and
equipment and intangible assets.
4. Significant accounting judgements and key sources of
estimation uncertainty
The Directors make estimates and assumptions concerning the
Group's future. The resulting accounting estimates will, by
definition, seldom equal the related actual results. The estimates
and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within
the next financial year are discussed below.
Estimates and judgements are continually evaluated and are based
on historical experience and other factors, including expectations
of future events that are believed to be reasonable under the
circumstances.
Valuation of assets and disposal group held for sale
The Directors determine the fair value of the Group's assets and
disposal group held for sale and the estimated costs to sell those
assets, with reference to the views of the Operations Manager. The
Directors have also exercised their judgement in determining the
recoverability of the remaining contractual receivables arising at
the reporting date from the sale of the Agua Santa, Ribeirao do
Gado, Forquilha and 3R Tocantins properties, and have estimated the
present value of the receivables on a discounted cash flow basis,
using an appropriate effective discount rate.
Going concern
The Directors have determined that it is appropriate for the
Group to prepare its financial statements on a going concern basis.
Details of the Directors' judgements in making this assessment are
contained in note 2.
Classification of assets and disposal group held for sale
The Directors' aim has been to realise value from the sale of
the Group's investments in an orderly manner but not within any
specific time frame. In previous years, the Directors had
undertaken a marketing process and implemented a disposal plan to
locate buyers for the remaining assets in Brazil. In previous
years, the Group disposed of its tree crop in the 3R Tocantins
property and agreed contracts for the sale of the entire tree crop
at its Ribeirao do Gado and Agua Santa properties in Minas Gerais.
During the prior year, the latter contract was superseded by a
signed contract for the sale of the entire Agua Santa property and
a contract was agreed for the sale of the entire Ribeirao do Gado
property. During the current year, contracts were completed for the
sale of the entire Ribeirao do Gado property, the entire 3R
Tocantins property, the Forquilha land and, separately, for the
tree crop at Forquilha. Harvesting of the Forquilha tree crop
commenced towards the end of the year. The assets remaining in
Brazil, comprising the remaining unharvested tree crop at
Forquilha, are classified as part of a disposal group held for sale
in these financial statements, and the Brazil segment is classified
as a discontinued operation.
Income and deferred taxes
The Group is subject to income and capital gains taxes in
numerous jurisdictions. Significant judgement is required in
determining the total provision for income and deferred taxes.
There are many transactions and calculations for which the ultimate
tax determination and timing of payment are uncertain. The Group
recognises liabilities for current and deferred tax based on
estimates of whether taxes will be due and at what rates those
taxes will be calculated, and based on judgements made in assessing
what income may be taxable and what items may be deductible for tax
purposes. The Directors have determined that deferred tax assets
should not be recognised in these financial statements due to the
uncertainty over whether future taxable profits will arise against
which such assets could be used. Where the final tax outcome of
these matters is different from the amounts that were initially
recorded such differences will impact the income and deferred tax
provisions in the period in which the determination is made.
5. Operating segments
The Board of Directors is charged with setting the Company's
investment strategy in accordance with the Prospectus. The Board of
Directors, as the Chief Operating Decision Maker ("CODM"), had,
until 16 October 2014, delegated the day to day implementation of
this strategy to its Investment Manager and, with effect from 16
October 2014, to its Operations Manager, but retains responsibility
to ensure that adequate resources of the Company are directed in
accordance with its decisions. The investment decisions of the
Operations Manager have been and are reviewed on a regular basis to
ensure compliance with the policies and legal responsibilities of
the Board.
Whilst the Operations Manager may manage operations on a day to
day basis, any changes to the investment strategy, major allocation
decisions or any asset dispositions or material timber contracts
have to be approved by the Board, even though they may be proposed
by the Operations Manager. The Board therefore retains full
responsibility as to the major allocation decisions made on an
ongoing basis.
As at 30 April 2021, the Group operates in two geographical
locations, which the CODM has identified as one non-operating
segment, Jersey, and one operating segment, Brazil. Timberlands are
located in Brazil. The Brazil segment is classified as a
discontinued operation (see note 13).
The accounting policies of each segment are the same as the
accounting policies of the Group, therefore no reconciliation has
been performed.
Jersey Hawaii Brazil Total
30 April GBP GBP GBP GBP
2021
----------------------------------------- ---- ---------- ------- ---------- ----------
Assets and disposal group held for sale
(note 13) - - 980,744 980,744
Other assets 2,198,103 - 4,346,202 6,544,305
------------------------------------------ --- ---------- ------- ---------- ----------
Total assets 2,198,103 - 5,326,946 7,525,049
------------------------------------------ --- ---------- ------- ---------- ----------
Total liabilities 38,836 - 160,443 199,279
------------------------------------------ --- ---------- ------- ---------- ----------
Jersey Hawaii Brazil Total
30 April 2020 GBP GBP GBP GBP
----------------------------------------- ---- ---------- ------- ---------- ----------
Assets and disposal group held for sale
(note 13) - - 5,608,306 5,608,306
Other assets 514,650 52,316 3,316,685 3,883,651
------------------------------------------ --- ---------- ------- ---------- ----------
Total assets 514,650 52,316 8,924,991 9,491,957
------------------------------------------ --- ---------- ------- ---------- ----------
Total liabilities 1,742,002 - 46,269 1,788,271
------------------------------------------ --- ---------- ------- ---------- ----------
Jersey Hawaii Brazil Total
For the year ended 30 April 2021 GBP GBP GBP GBP
------------------------------------------- -------- -------- ---------- ----------
Segment revenue - - - -
------------------------------------------ -------- -------- ---------- ----------
Segment gross profit - - - -
------------------------------------------- -------- -------- ---------- ----------
Increase in fair value of assets and
disposal group held for sale - - 412,204 412,204
------------------------------------------- -------- -------- ---------- ----------
Gain on disposal of assets held for sale - - 1,192,547 1,192,547
------------------------------------------- -------- -------- ---------- ----------
Forestry management expenses - - - -
------------------------------------------- -------- -------- ---------- ----------
Forestry operating expenses - - 316,778 316,778
------------------------------------------- -------- -------- ---------- ----------
Jersey Hawaii Brazil Total
For the year ended 30 April 2020 GBP GBP GBP GBP
------------------------------------------- -------- -------- ------------ ------------
Segment revenue - - - -
------------------------------------------ -------- -------- ------------ ------------
Segment gross profit - - - -
------------------------------------------- -------- -------- ------------ ------------
Decrease in fair value of assets and
disposal group held for sale - - (1,637,347) (1,637,347)
------------------------------------------- -------- -------- ------------ ------------
Loss on disposal of assets held for sale - - (20,696) (20,696)
------------------------------------------- -------- -------- ------------ ------------
Forestry management expenses - - 5,351 5,351
------------------------------------------- -------- -------- ------------ ------------
Forestry operating expenses - - 434,761 434,761
------------------------------------------- -------- -------- ------------ ------------
As at 30 April 2021 the Group owned no land (2020: three
distinct parcels of land) in one geographical area, Brazil.
There was no revenue in the years ended 30 April 2021 or 30
April 2020. Sales of wood during the year have been classified as
asset disposals rather than revenue (see notes 12 and 13).
The net cash proceeds from realisations of assets will be
applied to the payments of tax and other liabilities as the Board
thinks fit prior to making payments to shareholders.
6. Administrative expenses
For the
For the year year
ended ended
30 April 30 April
2021 2020
GBP GBP
--------------------------------------------------- ----------
Continuing operations
Operations Manager's fees (see note 25) 161,116 106,000
Directors' fees (see note 25) 98,000 98,000
Auditor's fees 37,475 41,300
Professional & other fees 240,106 227,296
-------- ----------
536,697 472,596
Discontinued operations
Professional & other fees 172,165 105,392
Administration of subsidiaries 41,557 39,779
-------- ----------
213,722 145,171
Total administration expenses 750,419 617,767
----------------------------------------- -------- ----------
Professional and other fees include the Company's own
secretarial, administration and statutory fees, listing and
registrar fees, insurance costs, broker's fees (including costs
associated with share buy-backs), legal fees and consultancy fees
relating to the disposal of the Company's assets.
Administration of subsidiaries includes statutory fees,
accounting fees and administrative expenses in regard to the asset
holding subsidiaries.
7. Forestry operating expenses
For the
For the year year
ended ended
30 April 30 April
2021 2020
GBP GBP
------------------------------------------------ ----------
Property management fees and expenses 169,898 193,705
Forest protection and insurance 100,963 150,164
Other forestry operating expenses 45,917 90,892
-------- ----------
316,778 434,761
------------------------------------------------ ----------
8. Finance costs
For the
For the year year
ended ended
30 April 30 April
2021 2020
GBP GBP
--------------------------------------- ----------
Continuing operations
Loan interest (see note 16) 106,977 113,110
Other finance costs 2,853 2,886
-------- ----------
109,830 115,996
Discontinued operations
Other finance costs 5,380 24,326
Total finance costs 115,210 140,322
----------------------------- -------- ----------
9. Taxation
Taxation on loss on ordinary activities
The Group has incurred no tax charges during the year. A
reconciliation of the Group's losses during the year to the zero
tax charge is shown below.
For the
For the year year
ended ended
30 April 30 April
2021 2020
GBP GBP
----------------------------------------------------------------------- ------------
Tax charge reconciliation
Loss for the year from continuing operations before
taxation (647,609) (589,874)
Profit/(loss) for the year from discontinued operations
before taxation 1,332,213 (2,368,950)
--------------------------------------------------------- ------------ ------------
Total profit/(loss) for the year before taxation 684,604 (2,958,824)
--------------------------------------------------------- ------------ ------------
Tax charge/(credit) using the average of the tax rates
in the jurisdictions in which the Group operates 488,235 (771,825)
Effects of:
Operating losses for which no deferred tax asset is
recognised 535,859 339,316
Capital losses for which no deferred tax asset is
recognised - 432,509
Brought forward operating losses utilised (1,024,094) -
Tax charge for the year - -
--------------------------------------------------------- ------------ ------------
The average tax credit rate is a blended rate calculated using
the weighted average applicable tax rates of the jurisdictions in
which the Group operates. The weighted average of the tax rates in
the jurisdictions in which the Group operates in the year was
71.32% (2020: 26.09%). The effective tax rate in the year was 0.00%
(2020: 0.00%).
At the year end date the Group has unused operational and
capital losses. No deferred tax asset has been recognised in
respect of these losses due to the unpredictability of future
taxable profits and capital gains available against which they can
be utilised. Tax losses arising in Brazil can be carried forward
indefinitely.
Operational tax losses for which deferred tax assets have not
been recognised in the consolidated financial statements
For the
For the year year
ended ended
30 April 30 April
2021 2020
GBP GBP
------------------------------------------------------------------- ------------
Balance at beginning of the year 5,257,887 5,883,902
Current year operating losses for which no deferred
tax asset is recognised 159,605 649,334
Brought forward operating losses utilised (1,435,986) -
Exchange rate movements (257,988) (1,275,349)
----------------------------------------------------- ------------ ------------
Balance at the end of the year 3,723,518 5,257,887
----------------------------------------------------- ------------ ------------
Accumulated operating losses at 30 April 2021 and 30 April 2020
in the table above relate entirely to discontinued operations. The
value of deferred tax assets not recognised in regard to
operational losses amounted to GBP795,467 (2020: GBP1,371,419), all
of which related to discontinued operations.
Accumulated operating losses relating to continuing operations
at the year end date amounted to GBP29,344,643 (2020:
GBP28,697,034). No deferred tax assets arose in respect of these
losses.
At the year end the Group had accumulated capital losses of
GBP3,970,927 (2020: GBP2,860,365). The accumulated capital losses
at 30 April 2021 and 30 April 2020 related entirely to discontinued
operations. The value of deferred tax assets not recognised in
regard to these capital tax losses amounted to GBP1,350,115 (2020:
GBP972,524), all of which related to discontinued operations.
Deferred taxation
As at 30 April 2021 and 30 April 2020 the Group had no
recognised deferred tax liabilities or deferred tax assets.
10. Basic and diluted loss per share
The calculation of the basic and diluted loss per share in total
and for continuing operations is based on the following loss
attributable to shareholders and weighted average number of shares
outstanding.
For the
For the year year
ended ended
30 April 30 April
2021 2020
GBP GBP
------------------------------------------------------------------- ------------
Profit/(loss) for the purposes of basic and diluted
earnings/(loss per share being net profit/(loss) for
the year 684,604 (2,958,824)
------------------------------------------------------- ---------- ------------
Loss for the purposes of basic and diluted loss per
share being net loss for the year from continuing
operations (647,609) (589,874)
------------------------------------------------------- ---------- ------------
Profit/(loss) for the purposes of basic and diluted
earnings/(loss) per share being net profit/(loss)
for the year from discontinued operations 1,332,213 (2,368,950)
------------------------------------------------------- ---------- ------------
30 April
30 April 2021 2020
---------------------------------------------------------------------------- -----------
Weighted average number of shares
Issued shares brought forward 73,728,284 74,117,299
Issued shares carried forward 73,728,284 73,728,284
Weighted average number of shares in issue during
the year 73,728,284 73,767,611
--------------------------------------------------------------- ----------- -----------
Basic and diluted earnings/(loss) per share 0.93 pence (4.01)
pence
--------------------------------------------------------------- ----------- -----------
Basic and diluted loss per share from continuing operations (0.88) (0.80)
pence pence
--------------------------------------------------------------- ----------- -----------
Basic and diluted earnings/(loss) per share from discontinued 1.81 pence (3.21)
operations pence
--------------------------------------------------------------- ----------- -----------
11. Net asset value
30 April 2021 30 April
2020
GBP GBP
-------------------------------------------------- -----------
Total assets 7,525,049 9,491,957
Total liabilities 199,279 1,788,271
------------------------------------- ----------- -----------
Net asset value 7,325,770 7,703,686
------------------------------------- ----------- -----------
Number of shares in issue (note 20) 73,728,284 73,728,284
Net asset value per share 9.9 pence 10.4 pence
------------------------------------- ----------- -----------
12. Investment property and plantations
During the year, the Group has disposed of the majority of its
forestry assets. The only remaining forestry asset is the
unharvested plantations at the Forquilha property. These remaining
plantations and a small quantity of financial assets are classified
as disposal group and assets held for sale.
The assets held for sale are carried at their estimated fair
values less costs to sell as at 30 April 2021, as determined by the
Directors, with reference to the views of the Operations Manager,
taking principally into consideration the estimated proceeds from
the contract for sale of the Forquilha plantations.
The fair value measurements of plantations have been categorised
as Level 3 fair values based on the unobservable nature of
significant inputs to the valuation techniques used.
In forming their conclusions of the fair value of the investment
property and plantations, the Directors have considered the
following factors:
(i) Plantations
Property Fair value Valuation Significant unobservable Inter-relationship
technique inputs between key unobservable
inputs and fair
value measurement
2021 2020
GBPm GBPm
------ ------
a) Minas
Gerais - 0.4 30 April 2020
- Ribeirao In accordance * Sale price agreed The estimated fair
do Gado with sale value would increase/(decrease)
agreement if:
completed * Discount rate: 8% * the sale price were higher/(lower)
after
the year end,
discounted to * Estimated costs to sell: 5% * the discount rate were lower/(higher)
adjust for
partially
deferred * estimated costs to sell were lower/(higher)
settlement
b) Minas
Gerais 0.9 0.6 30 April 2021
-Forquilha In accordance * Market log prices per m(3) , being standing prices The estimated fair
with sale with the buyer absorbing all the costs of harvesting value would increase/(decrease)
agreement and haulage, subject to a minimum of BRL 46 per m(3) if:
completed : BRL 60 * market log prices were higher/(lower)
after
the year end,
discounted to * Discount rate: 5% * the discount rate were lower/(higher)
adjust for
partially
deferred * Estimated costs to sell: 5% * estimated costs to sell were lower/(higher)
settlement
30 April 2020
Market * Estimated log prices per m(3) , being standing price The estimated fair
approach, s value would increase/(decrease)
using prices with the buyer absorbing all the costs of harvesting if:
and other and haulage: BRL 36.64 - BRL 41.34 * estimated log prices were higher/(lower)
information
generated by
identical or * Discount rate: 8% * the discount rate were lower/(higher)
comparable
market
transactions, Estimated costs * estimated costs to sell were lower/(higher)
discounted to to sell: 5%
adjust for
deferred
settlement
------ ------
c) 3R
Tocantins - 0.5 30 April 2020
In accordance * Sale price subject to final agreement The estimated fair
with sale value would increase/(decrease)
agreement if:
in discussion * Discount rate: 8% * the sale price were higher/(lower)
after the
year
end, * Estimated costs to sell: 5% * the discount rate were lower/(higher)
discounted
to adjust for
partially * estimated costs to sell were lower/(higher)
deferred
settlement
------ ------
Total 0.9 1.5
------ ------ ----------------------------------------------------------------------------------------------------------------------------------
(i) a) Plantations -Ribeirao do Gado
In the prior year, the Group completed a contract to sell the
plantations at the Ribeirao do Gado farm. During the year, the
Group subsequently agreed a contract to sell the entire Ribeirao do
Gado property to the same buyer for GBP1.0 million (BRL 7.0
million). This contract superseded the previously agreed contract
for the sale of the plantations alone, and was completed in May
2020, with settlement taking place over the 33 months ending in
January 2023. All amounts received under the terms of the initial
contract were applied against the BRL 7.0 million receivable under
the new contract. Of these proceeds, GBP0.5 million (BRL 3.6
million) was attributable to the plantations.
(i) b) Plantations - Forquilha
During the year, the Group completed a contract to sell the
Forquilha plantations for a minimum amount of GBP0.8 million (BRL
6.4 million), with a possible uplift subject to market prices of
wood at the time of harvesting. During the year, the Group disposed
of plantations with a value of GBP0.1 million (BRL 0.7 million),
and the Board has determined that the remaining plantations should
be valued in accordance with this contract, based on the market
price of wood at the year end date, less a discount for deferred
settlement. Accordingly, the Forquilha plantations are valued in
these financial statements at GBP0.9 million (BRL 7.0 million)
(2020: 0.7 million (BRL 4.7 million)) before estimated selling
costs of GBP0.05 (2020: GBP0.03 million). As at 30 April 2020, the
plantations were valued based on an independent valuer's appraisal,
less an estimated discount for deferred settlement.
(i) c) Plantations - 3R Tocantins
During the year, the Group completed a sale of the land and
plantations at the 3R Tocantins property for GBP2.6 million (BRL
18.5 million), with immediate settlement of GBP2.5 million (BRL
18.1 million) and the remaining GBP0.1 million (BRL 0.4 million)
subject to resolution of a legal dispute over a portion of the
land. Of these proceeds, GBP0.6 million (BRL 3.9 million) was
attributable to the plantations. As at 30 April 2020, the
plantations were valued at GBP0.5 million (BRL 3.4 million) on the
basis of this agreement then in negotiation, after applying an
appropriate discount for expected deferred settlement, before
estimated selling costs of GBP0.03 million.
(ii) Investment property
Property Fair value Valuation Significant unobservable Inter-relationship
technique inputs between key unobservable
inputs and fair
value measurement
2021 2020
GBPm GBPm
------ ------
a) Minas
Gerais - 0.4 30 April 2020
- Ribeirao In accordance * Sale price agreed The estimated fair
do Gado with value would increase/(decrease)
sale if:
agreement * Discount rate: 8% * the sale price were higher/(lower)
completed
after
the year end, * Estimated costs to sell: 5% * the discount rate were lower/(higher)
discounted
to adjust for
partially * estimated costs to sell were lower/(higher)
deferred
settlement
------ ------ --------------- ------------------------------------------------------------ ---------------------------------------------------
b) Minas
Gerais - 1.9 30 April 2020
-Forquilha Direct * Land value per hectare: BRL 1,108 - BRL 2,406 (2019: The estimated fair
comparative BRL 1,426 - BRL 4,455) value would increase/(decrease)
approach. if:
Considers * land values were higher/(lower)
the bare land * Discount rate: 8%
price
from * the discount rate were lower/(higher)
comparable * Estimated costs to sell: 5%
transactions,
soil * estimated costs to sell were lower/(higher)
quality, and
topography
of the land,
access
and distance
from
cities and
the
proportion of
the
property
which
could be used
for
cultivation.
------ ------ --------------- ------------------------------------------------------------ ---------------------------------------------------
c) 3R 30 April 2020
Tocantins - 1.8 In accordance * Sale price agreed The estimated fair
with value would increase/(decrease)
sale agreement if:
in discussion * Discount rate: 8% * the sale price were higher/(lower)
after
the year end,
discounted * Estimated costs to sell: 5% * the discount rate were lower/(higher)
to adjust for
partially
deferred * estimated costs to sell were lower/(higher)
settlement
------ ------ --------------- ------------------------------------------------------------ ---------------------------------------------------
Total - 4.1
------ ------ ----------------------------------------------------------------------------------------------------------------------------------
(ii) Investment property
(ii) a) Investment property - Ribeirao do Gado
In the prior year, the Group completed a contract to sell the
plantations at the Ribeirao do Gado farm. During the year, the
Group subsequently completed a contract to sell the entire Ribeirao
do Gado property to the same buyer for GBP1.0 million (BRL 7.0
million). This contract superseded the previously agreed contract
for the sale of the plantations alone, and was completed in May
2020, with settlement taking place over the 33 months ending in
January 2023. All amounts received under the terms of the initial
contract were applied against the BRL 7.0 million receivable under
the new contract. Of these proceeds, GBP0.5 million (BRL 3.4
million) was attributable to the land.
(ii) b) Investment property - Forquilha
During the year, the Group completed two separate contracts with
different purchasers for the sale of the Forquilha land for
combined proceeds of GBP2.6 million (BRL 18.9 million), payable
over 24 months in three equal instalments. As at 30 April 2020, the
land was valued at GBP2.0 million (BRL 13.6 million), based on an
independent valuation discounted for deferred settlement, before
estimated selling costs of GBP0.1 million (BRL 0.7 million).
(ii) c) Investment property - 3R Tocantins
During the year, the Group completed a sale of the land and
plantations at the 3R property for GBP2.6 million (BRL 18.5
million), with immediate settlement of GBP2.5 million (BRL 18.1
million) and the remaining GBP0.1 million (BRL 0.4 million) subject
to resolution of a legal dispute over a portion of the land. Of
these proceeds, GBP2.3 million (BRL 14.6 million) was attributable
to the land. As at 30 April 2020, the land was valued at GBP1.9
million (BRL 12.9 million) on the basis of this agreement then in
negotiation, after applying an appropriate discount for expected
deferred settlement, before estimated selling costs of GBP0.09
million.
13. Disposal groups and assets held for sale and discontinued
operations
During the year, the Group continued its disposal plan for the
remaining assets in Brazil.
The Group's Brazil segment is presented as a disposal group held
for sale.
The Brazil disposal group comprises the following assets and
liabilities held for sale:
Assets Liabilities
held for held for 30 April 30 April
sale sale 2021 2020
GBP GBP GBP GBP
----------------------------- ---------- ------------ ---------- ----------
Investment property - - - 4,058,634
Plantations 888,621 - 888,621 1,485,373
Trade and other receivables 92,123 - 92,123 64,299
Trade and other payables - 160,443 (160,443) (46,269)
980,744 160,443 820,301 5,562,037
----------------------------- ---------- ------------ ---------- ----------
During the year, following the sales of the Ribeirao do Gado and
3R Tocantins properties and of the Forquilha land, the receivables
due in respect of these sales were reclassified from assets held
for sale to trade and other receivables.
A loss of GBP1,059,437 (2020: loss of GBP3,242,748) related to
the Brazil disposal group, representing foreign exchange
translation of discontinued operations, is included in other
comprehensive income (see note 15).
Movements in total assets held for sale in the statement of
financial position during the year were as follows:
30 April
30 April 2021 2020
GBP GBP
---------------------------------------------------------------- ------------
Balance brought forward 5,608,306 14,292,311
Decrease in trade and other receivables (24,492) (38,870)
Costs capitalised to land and plantations - 105,317
Disposals of assets held for sale (5,166,539) (5,173,865)
Gain/(loss) on disposal of assets held for sale 1,192,547 (20,696)
Increase/(decrease) in the fair value of disposal
groups and assets held for sale 412,204 (1,637,347)
Foreign exchange effect on land and plantations (1,041,282) (1,918,544)
-------------------------------------------------- ------------ ------------
980,744 5,608,306
---------------------------------------------------------------- ------------
The assets held for sale are located entirely in Brazil.
The fair value measurement of GBP980,744 has been categorised as
a Level 3 fair value based on the estimated fair values of the
assets held for sale less costs to sell. These assets were measured
using the methods outlined in note 12. The fair value of other
assets and liabilities within the disposal group is not
significantly different from their carrying amounts.
Net cash flows attributable to the discontinued operations were
as follows:
30 April
30 April 2021 2020
GBP GBP
-------------------------------------------------------------------------------- ------------
Operating activities
Profit/(loss) for the year before taxation 1,332,213 (2,368,950)
Adjustments for:
(Profit)/loss on disposal of assets held
for sale (1,192,547) 20,696
(Increase)/decrease in fair value of disposal groups,
assets held for sale and investment property and plantations (412,204) 1,637,347
Revaluation of receivable from disposal of assets
held for sale (319,489) -
Net finance costs 5,380 24,326
Decrease in trade and other receivables 24,492 157,548
Increase/(decrease) in trade and other payables 114,174 (11,708)
Taxation paid - -
------------ ------------
Net cash used in operating activities (447,981) (540,741)
Cash from investing activities - sales proceeds of
assets held for sale less costs capitalised to land
and plantations 5,166,539 622,473
Net cash used in financing activities - net finance
costs (5,380) (24,326)
Foreign exchange movements (272,036) (50,360)
Net cash inflow/(outflow) for the year 4,441,142 (7,046)
------------------------------------------------------------------ ------------ ------------
14. Trade and other receivables
30 April 2021 30 April
2020
GBP GBP
Non-current
Agua Santa sales proceeds receivable - 1,441,991
Ribeirao do Gado sales proceeds receivable 222,853 -
Forquilha sales proceeds receivable 719,634 -
942,487 1,441,991
Current
-------------------------------------------------------- ----------
Agua Santa sales proceeds receivable 1,574,476 1,734,316
Ribeirao do Gado sales proceeds receivable 297,137 -
Forquilha sales proceeds receivable 719,634 -
3R Tocantins sales proceeds receivable 266,258 -
Rental escrow accounts receivable - 52,316
Prepaid expenses 22,316 29,416
-------------------------------------------- ---------- ----------
2,879,821 1,816,048
-------------------------------------------- ---------- ----------
Total trade and other receivables 3,822,308 3,258,039
-------------------------------------------- ---------- ----------
The Group's exposure to credit and currency risks and impairment
losses related to trade and other receivables is disclosed in note
22.
15. Foreign exchange translation
The translation reserve movement in the year has arisen as
follows:
Exchange rate Exchange Translation
rate
at 30 April at 30 April reserve
30 April 2021 2021 2020 movement
----------------------------------- --------- ------------ ------------
Discontinued operations
Brazilian Real 7.5115 6.9081 (1,059,437)
United States Dollar 1.3822 1.2594 (3,083)
Foreign exchange translation loss (1,062,520)
------------------------------------ ------------------------------------
Exchange
Exchange rate rate Translation
at 30 April at 30 April reserve
30 April 2020 2020 2019 movement
----------------------------------- --------- ------------ ------------
Discontinued operations
Brazilian Real 6.9081 5.1067 (3,242,748)
United States Dollar 1.2594 1.3032 2,794
Foreign exchange translation loss (3,239,954)
------------------------------------ ------------------------------------
16. Loan payable to related party
In December 2017, the Group agreed an unsecured loan funding
facility with Peter Gyllenhammar AB ('PGAB'), the Company's largest
shareholder, for approximately GBP1.4 million, in order to enable
the Group to remove outstanding mortgages over the Group's 3R
Tocantins property (see note 24) without depleting then existing
cash balances.
The interest rate on the loan was 6% for the first 12 months and
thereafter 8%, with interest capitalised. During the year, the
Group incurred interest of GBP106,977 on the loan. The loan,
including accumulated interest, was repaid in full in April
2021.
17. Trade and other payables
30 April 2021 30 April
2020
GBP GBP
-------------------------- ---------
Accrued expenses 38,836 89,655
38,836 89,655
-------------------------- ---------
The Group's exposure to currency and liquidity risk related to
trade and other payables is disclosed in note 22.
18. Investment in Subsidiaries
The financial statements of the Group consolidate the results,
assets and liabilities of the subsidiary companies listed
below:
Direct subsidiaries Country of Incorporation Beneficial Financial
interest year end
---------------------------------- ------------------------- ----------- ----------
British Virgin
Cambium Pahala Holdings Limited Islands 100% 30 April
British Virgin
Cambium Pinnacle Holdings Limited Islands 100% 30 April
British Virgin
Cambium Minas Holdings Limited Islands 100% 30 April
British Virgin
Cambium MG Holdings Limited Islands 100% 30 April
---------------------------------- ------------------------- ----------- ----------
Indirect subsidiaries Country of Incorporation Beneficial Financial
interest year end
-------------------------------------- ------------------------- ----------- ----------
Cambium Brazil MG Investimentos
Florestais Ltda Brazil 100% 30 April
3R Tocantins Investimentos Florestais
Ltda Brazil 100% 30 April
-------------------------------------- ------------------------- ----------- ----------
There are no significant restrictions, funding requirements or
risks associated with the Company's interest in the above
subsidiaries other than those already disclosed in these financial
statements.
19. Net asset value reconciliation
For the
year
For the year ended
ended 30 April
30 April 2021 2020
GBP GBP
------------------------------------------------------------------------ ------------
Net asset value brought forward 7,703,686 13,947,395
Foreign exchange translation differences (1,062,520) (3,239,954)
Gain/(loss) on disposal of assets held for sale 1,192,547 (20,696)
Increase/(decrease) in fair value of assets and disposal
group held for sale 412,204 (1,637,347)
Revaluation of receivable from disposal of assets
held for sale 319,489 -
Share buy-backs - (44,931)
Net finance costs including foreign exchange movements
- continuing operations (110,912) (117,278)
Net finance costs including foreign exchange movements
- discontinued operations (61,527) (125,624)
Loss before above items (1,067,197) (1,057,879)
Net asset value carried forward 7,325,770 7,703,686
---------------------------------------------------------- ------------ ------------
20. Stated capital
30 April 2021 30 April
2020
GBP GBP
------------------------------------ ----------
Balance as at 30 April 2,000,000 2,000,000
------------------------ ---------- ----------
The total authorised share capital of the Company is 250 million
shares of no par value. On initial placement 104,350,000 shares
were issued at 100 pence each. Shares carry no automatic rights to
fixed income but the Company may declare dividends from time to
time to which shareholders are entitled. Each share is entitled to
one vote at meetings of the Company.
On 22 February 2007 a special resolution was passed by the
Company to reduce the stated capital account from GBP104,350,000 to
GBP2,000,000. Approval was sought from the Royal Court of Jersey
and was granted on 29 June 2007. The balance of GBP102,350,000 was
transferred to a distributable reserve on that date.
The Company was granted authority by shareholders on 15 August
2008 to make market purchases of its own shares, an authority which
was renewed annually, most recently on 20 September 2018. However
no such authority was sought at the Company's 2019 AGM, and on 17
December 2019, the Board resolved that no further share buybacks
would be contemplated until further notice.
During the years ended 30 April 2009 and 30 April 2012, the
Company used this authority to buy-back and cancel 2,220,000
shares.
On 27 January 2015, shareholders approved a resolution to
distribute GBP5,000,000 of cash via a tender offer of 25 pence per
share, resulting in the buy-back and cancellation of 20,000,000
shares.
No share buy-backs occurred during the year. In the prior year,
the Company bought back and cancelled 389,015 shares at an average
price of 11.55p per share. The total cost of these share buy-backs
was GBP44,931, which was charged to the Company's Distributable
reserve (see note 21).
Shares in issue
30 April 2021 30 April
2020
Number Number
---------------------------------------------- -----------
Brought forward 73,728,284 74,117,299
Share buy-backs during the year - (389,015)
--------------------------------- ----------- -----------
In issue at 30 April fully paid 73,728,284 73,728,284
--------------------------------- ----------- -----------
21. Reserves
The movements in the reserves for the Group are shown in the
Statement of Changes in Equity above.
Translation reserve
The translation reserve comprises accumulated exchange
differences arising on consolidation of the Group's foreign
operations (see note 15).
Distributable reserve
In June 2007, the Company reduced its stated capital account and
a balance of GBP102,350,000 was transferred to distributable
reserves. This reserve has been utilised by the Company to purchase
its own shares (as at 30 April 2021 and 30 April 2020:
GBP7,237,888) and for the payment of total cumulative dividends of
GBP12,508,800, leaving a balance at 30 April 2021 and 30 April 2020
of GBP82,603,312.
22. Financial instruments risk exposure and management
In common with other businesses, the Group is exposed to risks
that arise from use of financial instruments. The notes below
describe the Group's objectives, policies and processes for
managing those risks and the methods used to measure them. Further
quantitative information in respect of these risks is presented
throughout these financial statements.
Principal financial instruments
The principal financial instruments used by the Group, from
which financial instrument risk arises, are as follows:
-- Trade and other receivables
-- Cash and cash equivalents
-- Trade and other payables
-- Liabilities held for sale
-- Loan payable to related party (repaid during
the year)
The Board of Directors and Operations Manager are responsible
for overseeing the measurement and control of all aspects of risk
management and hold regular meetings in order to do so.
Various risk management models are in place which help to
identify and monitor key risks both at individual investment level
and at a Group level. The risk management policies apply equally to
the Group. Further details regarding these policies are set out
below.
Categories of financial assets and financial liabilities
30 April 2021 30 April 2020
------------------------------------------------------------------ --------------
Financial assets measured at amortised cost
Trade and other receivables 3,799,992 3,228,623
Cash and cash equivalents 2,721,997 625,612
Assets held for sale (trade and other receivables) 87,078 35,922
Financial liabilities measured at amortised cost
Loan payable to related party - 1,652,347
Trade and other payables 38,836 89,655
Liabilities held for sale (trade and other payables) 160,443 46,269
------------------------------------------------------ ---------- --------------
(a) Credit risk
Credit risk is the risk that the counterparty to a financial
instrument will fail to meet obligations, causing a loss to the
Group.
Cash and cash equivalents and trade and other receivables
represent the majority of the Group's financial assets.
The credit risk associated with the holding of cash and cash
equivalents is managed under the Group's cash management policy.
This policy states that the Group must spread cash between the
Group's bankers, in such amounts as the Directors may determine.
The cash management policy will be reviewed on an annual basis by
the Board of Directors and the Operations Manager.
The Group monitors receipt of staged payments due under the sale
and purchase agreements from S&D Florestal Agronegocio Fazenda
Agua Santa Ltda (the buyer of the Agua Santa property), Novas
Fronteiras Agro Negocios Ltda (the buyer of the Ribeirao do Gado
property), and Chapadao dos Gerais Participacoes Ltda, Antonio Neto
and Milton Neto (the buyers of the Forquilha land). Should any
payments be missed, or there be any indication of a decline in the
creditworthiness of the counterparty, the Group will consider
possible impairment of the receivable. To date, all such payments
have been received in full and on time.
The following table below shows the maximum exposure to risk of
the major counterparties at the year end date.
30 April 2021 Credit rating Short-term Carrying
amount
Counterparty agency rating GBP
------------------------------------- --------------- ------------ ----------
S&D Florestal Agronegocio Fazenda
Agua Santa Ltda N/A N/A 1,574,476
Novas Fronteiras Agro Negocios Ltda N/A N/A 519,990
Chapadao dos Gerais Participacoes
Ltda N/A N/A 1,285,403
Antonio Neto and Milton Neto N/A N/A 153,865
Cesar Augusto Priori N/A N/A 266,258
Investec Bank (Channel Islands)
Limited Fitch F2 2,161,535
Broker's share buy-back account N/A N/A 14,252
Banco Bradesco Fitch B 54,637
Banco Citibank Fitch F1 491,573
6,521,989
------------------------------------------------------------------ ----------
3 months-1
30 April 2021 <1 month 1-3 months year >1 year
Maturities of these financial
assets GBP GBP GBP GBP
-----------------------------------
S&D Florestal Agronegocio Fazenda
Agua Santa Ltda 143,134 286,268 1,145,074 -
Novas Fronteiras Agro Negocios
Ltda 24,761 49,523 222,853 222,853
Chapadao dos Gerais Participacoes
Ltda - - 642,701 642,702
Antonio Neto and Milton Neto - - 76,933 76,932
Cesar Augusto Priori 266,258 - - -
Investec Bank (Channel Islands)
Limited 2,161,535 - - -
Broker's share buy-back account 14,252 - - -
Banco Bradesco 54,637 - - -
Banco Citibank 491,573 - - -
3,156,150 335,791 2,087,561 942,487
----------------------------------- ---------- ----------- ----------- --------
30 April 2020 Credit rating Short-term Carrying
amount
Counterparty agency rating GBP
-------------------------------------- --------------- ------------ ----------
S&D Florestal Agronegocio Fazenda
Agua Santa Ltda N/A N/A 3,176,307
Investec Bank (Channel Islands)
Limited Fitch F2 370,983
Royal Bank of Scotland International
Limited Fitch F1 99,999
Broker's share buy-back account N/A N/A 14,252
Banco Bradesco Fitch B 25,331
Citibank Fitch F1 115,047
3,801,919
------------------------------------------------------------------- ----------
3 months-1
30 April 2020 <1 month 1-3 months year >1 year
Maturities of these financial assets GBP GBP GBP GBP
--------------------------------------
S&D Florestal Agronegocio Fazenda
Agua Santa Ltda 32,510 309,419 1,392,387 1,441,991
Investec Bank (Channel Islands)
Limited 370,983 - - -
Royal Bank of Scotland International
Limited 99,999 - - -
Broker's share buy-back account 14,252 - - -
Banco Bradesco 25,331 - - -
Citibank 115,047 - - -
658,122 309,419 1,392,387 1,441,991
------------------------------------------------ ----------- ----------- ----------
The Group is subject to counterparty concentration risk in
respect of its holdings of cash with Investec Bank (Channel
Islands) Limited and Citibank, which together represent 97% (2020:
Investec Bank (CI) Limited, Citibank and Royal Bank of Scotland
International Limited, together 94%) of the Group's total cash
balance. Bankruptcy or insolvency of either of these counterparties
may cause the Group's rights with respect to these cash holdings to
be delayed or limited. The Group monitors this risk by monitoring
the credit ratings of Investec Bank (Channel Islands) Limited,
Citibank and Royal Bank of Scotland International Limited, which
currently have Fitch short-term credit ratings of F2, F1 and F1
respectively (2020: F2, F1 and F1).
(b) Liquidity risk
Liquidity risk is the risk that the Group will not be able to
meet financial liability obligations as they fall due. The Group's
liquidity risk is managed by the Operations Manager in accordance
with policies and procedures established by the Board. The Board
believes that the Group has sufficient resources to appropriately
manage its liquidity risk.
The tables below analyse the Group's financial liabilities,
which will be settled on a net basis, into relevant maturity
groupings based on the remaining period at the year end to the
contractual maturity date. The amounts disclosed in the table are
the contractual undiscounted cash flows including interest
payments. Balances due within twelve months equal their carrying
balances as the impact of discounting is not significant.
Contractual maturities of financial liabilities
Less than
Carrying Contractual 1 No specified
amount cashflows year maturity*
30 April 2021 GBP GBP GBP GBP
--------------------------- -------- ------------ ---------- -------------
Trade and other payables 38,836 38,836 38,836 -
Liabilities held for sale 160,443 160,443 160,443 -
--------------------------- -------- ------------ ---------- -------------
Total 199,279 199,279 199,279 -
--------------------------- -------- ------------ ---------- -------------
Less than No specified
Carrying Contractual 1
amount cashflows year maturity*
30 April 2020 GBP GBP GBP GBP
------------------------------- ---------- ------------ ---------- -------------
Loan payable to related party 1,652,347 1,765,457 - 1,765,457
Trade and other payables 89,655 89,655 89,655 -
Liabilities held for sale 46,269 46,269 46,269 -
------------------------------- ---------- ------------ ---------- -------------
Total 1,788,271 1,901,381 135,924 1,765,457
------------------------------- ---------- ------------ ---------- -------------
(c) Market risk
The sensitivity analyses in this note, relating to interest and
exchange rates, are based on a change in an assumption while
holding all other assumptions constant. In practice this is
unlikely to occur and changes in some of the assumptions may be
correlated, for example, change in interest rates and change in
market values.
(d) Foreign exchange currency risk
The Group is exposed to currency risk through investing in
assets held in currencies other than the functional currency. As a
result, the Group is exposed to the risk that the exchange rates of
Sterling relative to other currencies may fluctuate and have an
adverse affect on the Group's performance. The Group is exposed to
foreign exchange risk arising from currency exposure to Brazilian
Real. Foreign exchange risk arises from commercial transactions,
recognised monetary assets and liabilities and net investments in
foreign operations. The Group does not hedge against currency risk
and so bears the risk of currency fluctuation.
The tables below summarise the exposure the Group has to foreign
exchange risk in regards to financial assets and financial
liabilities.
Monetary Monetary Net
assets liabilities exposure
30 April 2021 GBP GBP GBP
--------------- ---------- ------------ ----------
Brazilian Real 4,438,325 160,443 4,277,882
4,438,325 160,443 4,277,882
--------------------------- ------------ ----------
Monetary Monetary Net
assets liabilities exposure
30 April 2020 GBP GBP GBP
--------------------- ---------- ------------ ----------
Brazilian Real 3,352,607 46,269 3,306,338
United States Dollar 52,316 - 52,316
3,404,923 46,269 3,358,654
--------------------------------- ------------ ----------
The Group's policy is, where possible, to allow Group entities
to settle liabilities denominated in their functional currency with
cash generated from their own operations in that currency.
At the reporting date the Group's exposure to foreign currency
in regards to all foreign operations, including all assets and
liabilities, was as follows (expressed in Sterling):
30 April 2021 30 April
2020
GBP GBP
--------------------------------- ----------
Brazilian Real 5,166,503 8,878,722
United States Dollar - 52,316
5,166,503 8,931,038
--------------------------------- ----------
The Group is subject to concentration risk in relation to its
exposure to Brazilian Real. The Group holds 71% (2020: 115%) of its
net assets in Brazilian Real.
At 30 April 2021 and 30 April 2020, had Sterling strengthened by
20% against the Brazilian Real and by 5% against the US Dollar,
with all other variables held constant, the net asset value would
have decreased by the amounts shown below:
30 April 2021 30 April
2020
GBP GBP
----------------------------------- ------------
Brazilian Real (1,033,301) (1,775,744)
United States Dollar - (2,616)
(1,033,301) (1,778,360)
----------------------------------- ------------
A corresponding weakening of Sterling against the above
currencies would have resulted in an equal but opposite effect on
the net asset value, on the basis that all other variables remain
constant. The sensitivity rates of Sterling against the Brazilian
Real and US Dollar are regarded as reasonable in relation to the
volatility of Sterling exchange rates against those currencies in
the last 2 years.
e) Cash flow and fair value interest rate risk
Interest rate risk arises in the Group predominantly from the
holding of cash and cash equivalents. The Board has established a
cash management policy to ensure the best return from the Group's
bankers and to mitigate interest rate risk arising from the holding
of cash. Cash is predominantly held on short-term deposit and the
Board reviews interest rates on a quarterly basis. The Group's
interest rate profile is shown in the following tables.
Interest rate profile Weighted average Amount
interest rate
As at 30 April 2021 % GBP
--------------------------------------------------- ----------------- ----------
Financial assets
Non-interest bearing (trade and other receivables
and receivables held for sale) 0.00 3,887,070
--------------------------------------------------- ----------------- ----------
Cash and cash equivalents
Variable 0.00 2,721,997
--------------------------------------------------- ----------------- ----------
Financial liabilities
Non-interest bearing (trade and other payables
and liabilities held for sale) 0.00 199,279
--------------------------------------------------- ----------------- ----------
Interest rate profile Weighted average Amount
interest rate
As at 30 April 2020 % GBP
---------------------------------------------------- ----------------- ----------
Financial assets
Non-interest bearing (trade and other receivables
and receivables held for sale) 0.00 3,264,545
---------------------------------------------------- ----------------- ----------
Cash and cash equivalents
Variable 0.00 625,612
---------------------------------------------------- ----------------- ----------
Financial liabilities
Interest bearing (loan payable to related party) 8.00 1,652,347
Non-interest bearing (trade and other payables and
liabilities held for sale) 0.00 135,924
---------------------------------------------------- ----------------- ----------
For the Group, an increase of 100 basis points in interest rates
as at the year end date would increase the Group's pre-tax profit
by GBP27,220 (2020: GBP6,256). A decrease of 10 basis points in
interest rates would have no effect on the Group's pre-tax profit
(2020: no effect). The loan payable to the related party, which was
repaid during the year, bore interest at a fixed rate and was
therefore not subject to interest rate risk.
(f) Fair values
The fair values of the Group's financial assets and liabilities
carried at amortised cost are not significantly different from
their carrying amounts.
30 April 2021
-----------------------
Carrying amount Fair value
Financial assets carried at amortised GBP GBP
cost
------------------------------------------------------- ------------ -----------
Trade and other receivables and receivables held for
sale 3,887,070 3,887,070
Cash and cash equivalents 2,721,997 2,721,997
--------------------------------------------------------- ---------- -----------
6,609,067 6,609,067
--------------------------------------------------------------------- -----------
Financial liabilities carried at amortised cost
Trade and other payables and liabilities held for sale 199,279 199,279
--------------------------------------------------------- ---------- -----------
30 April 2020
-----------------------
Carrying amount Fair value
Financial assets carried at amortised GBP GBP
cost
------------------------------------------------------- ------------ -----------
Trade and other receivables and receivables held for
sale 3,264,525 3,264,525
Cash and cash equivalents 625,612 625,612
--------------------------------------------------------- ---------- -----------
3,890,137 3,890,137
--------------------------------------------------------------------- -----------
Financial liabilities carried at amortised cost
Loan payable to related party 1,652,347 1,652,347
Trade and other payables and liabilities held for sale 135,924 135,924
1,788,271 1,788,271
--------------------------------------------------------------------- -----------
(g) Fair value hierarchy
The following table analyses the Group's financial assets and
liabilities. The different levels have been defined as follows:
-- Level 1: quoted prices (unadjusted) in active markets for identical
assets and liabilities;
-- Level 2: inputs other than quoted prices included within Level 1 that
are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices);
-- Level 3: inputs for the asset or liability that are not based on observable
market data (unobservable inputs).
Level 1 Level 2 Level 3 Total
As at 30 April 2021 GBP GBP GBP GBP
----------------------------------- --------- ---------- -------- ----------
Assets not measured at fair value
Trade and other receivables - 3,799,992 - 3,799,992
Cash and cash equivalents - 2,721,997 - 2,721,997
Assets held for sale (trade and
other receivables) - 87,078 - 87,078
----------------------------------- --------- ---------- -------- ----------
- 6,609,097 - 6,609,097
--------------------------------------------- ---------- -------- ----------
Liabilities not measured at fair
value
Trade and other payables - 38,836 - 38,836
Liabilities held for sale (trade
and other payables) - 160,443 - 160,443
----------------------------------- --------- ---------- -------- ----------
- 199,279 - 199,279
--------------------------------------------- ---------- -------- ----------
Level 1 Level 2 Level 3 Total
As at 30 April 2020 GBP GBP GBP GBP
----------------------------------- --------- ---------- -------- ----------
Assets not measured at fair value
Trade and other receivables - 3,228,623 - 3,228,623
Cash and cash equivalents - 625,612 - 625,612
Assets held for sale (trade and
other receivables) - 35,922 - 35,922
----------------------------------- --------- ---------- -------- ----------
- 3,890,157 - 3,890,157
--------------------------------------------- ---------- -------- ----------
Liabilities not measured at fair
value
Trade and other payables - 89,655 - 89,655
Loan payable to related party - 1,652,347 - 1,652,347
Liabilities held for sale (trade
and other payables) - 46,269 - 46,269
----------------------------------- --------- ---------- -------- ----------
- 1,788,271 - 1,788,271
--------------------------------------------- ---------- -------- ----------
The following tables show the reconciliation of the Group's
significant assets held for sale categorised as Level 3 in the fair
value hierarchy.
Year ended 30 April 2021 GBP
------------------------------------------- ------------
Fair value brought forward 5,608,306
Disposal of disposal groups and assets
held for sale (4,119,950)
Increase in fair value of disposal groups
and assets held for sale 412,204
Foreign exchange effect (919,816)
---------------------------------------------- ------------
Fair value carried forward 980,744
---------------------------------------------- ------------
Year ended 30 April 2020 GBP
------------------------------------------- ------------
Fair value brought forward 14,292,311
Disposal of disposal groups and assets
held for sale (5,233,431)
Costs capitalised to land and plantations 105,317
Decrease in fair value of disposal groups
and assets held for sale (1,637,347)
Foreign exchange effect (1,918,544)
---------------------------------------------- ------------
Fair value carried forward 5,608,306
---------------------------------------------- ------------
The Group recognises transfers between levels of the fair value
hierarchy as at the end of the reporting period during which the
change has occurred. No such transfers have occurred during the
year.
23. Capital risk management
The Group's capital is represented by its stated capital and
reserves objectives when managing capital are to safeguard the
Group's ability to continue as a going concern in order to provide
returns for shareholders and to maintain an optimal capital
structure to reduce the cost of capital. In order to maintain or
adjust the capital structure, the Group may adjust the amount of
dividends paid to shareholders, return capital to shareholders,
issue new shares or sell net assets.
There were no changes to the Group's approach to capital
management during the year. Neither the Company nor any of its
subsidiaries were subject to any externally imposed capital
requirements as at 30 April 2021 or 30 April 2020.
24. Contingent asset
Until it was settled by the Group on 21 December 2017, there
existed a security interest on the property owned by 3R Tocantins
Investimentos Florestais Ltda to cover a liability between the
previous owners and Banco da Amazonia (BASA), a financial
institution which lent money to the previous owners who used the
property as collateral. Notwithstanding the settlement of the
liability to BASA, 3R Tocantins Investimentos Florestais Ltda
retained a security interest on Lizarda, another property of the
previous owners, as cover for this potential liability. The Group
continued to explore legal options in relation to the Lizarda
security interest, and during the year, a settlement was reached
with the previous owners under which the Group released its
security interest on the Lizarda property in return for a
settlement of GBP0.3 million (BRL 2.0 million), an amount which was
received in May 2021. This amount has been included in these
financial statements as a part of the disposal proceeds of the 3R
Tocantins property.
25. Related party transactions
Parties are considered to be related if one party has the
ability to control the other party or exercise significant
influence over the other party in making financial or operational
decisions.
During the year the Directors received the following
remuneration in the form of fees from the Company:
30 April 30 April
2021 2020
Total Total
GBP GBP
----------------------------------- --------- ---------
Antony Gardner-Hillman (Chairman) 48,000 48,000
Svante Adde 25,000 25,000
Mark Rawlins 25,000 -
Roger Lewis - 25,000
98,000 98,000
----------------------------------- --------- ---------
There has been no change in the remuneration of the Directors
during the year.
At the year end the Directors had the following interests in the
shares of the Company:
30 April 2021 30 April
2020
Number Number
----------------------- ---------
Svante Adde 160,840 160,840
------------- -------- ---------
Other material contracts
Under an agreement effective from 16 October 2014, Robert
Rickman, a former Director of the Company, was engaged as
Operations Manager to the Company, with responsibility for the
management oversight and realisation of the timber assets of the
Group. With effect from 1 July 2018, Mr Rickman earned a fee of
GBP106,000 per annum. The agreement for Mr Rickman's services was
amended with effect from December 2019 so as to align his
remuneration with shareholders' interests, by a combination of
measures including deferral of part of his monthly fee until all
assets have been contracted to be realised and an outcome-related
bonus in the event realisations from assets on a
property-by-property basis exceed the published NAV figure for the
relevant property as at 30 April 2019.
During the year, Mr Rickman earned remuneration of GBP161,116
(2020: GBP106,000) from the Company, including an outcome-related
bonus following the completion of agreements during the year for
the sale of the Group's remaining properties.
26. Events after the year end
On 19 May 2021, the Company completed an agreement for the
settlement of the Company's claim on the Lizarda property in
Tocantins State. The claim, which related to the release of a lien
over the property, had previously been valued at nil in the
Company's financial statements, but settlement has been made for
BRL 2,000,000 and the funds have been received in full.
There were no other significant events after the year end which,
in the opinion of the Directors, require disclosure in these
financial statements.
Key Parties
Directors
Antony Gardner-Hillman (Chairman)
Svante Adde
Mark Rawlins (appointed 1 May 2020)
Roger Lewis (retired 1 May 2020)
Registered Office of the Company
Charter Place
23/27 Seaton Place
St Helier
Jersey JE1 1JY
Operations Manager
Robert Rickman
Belsyre Court
57 Woodstock Road
Oxford OX2 6HJ
Sub-Administrator
Praxis Fund Services Limited
PO Box 296
Sarnia House
St Peter Port
Guernsey GY1 4NA
Administrator and Company Secretary
Praxis Fund Services (Jersey) Limited
Charter Place
23/27 Seaton Place
St Helier
Jersey JE1 1JY
Auditor
Moore Stephens Audit & Assurance (Jersey) Limited
1 Waverley Place, Union Street
St Helier
Jersey JE4 8SG
Registrar, Paying Agent and Transfer Agent
Link Asset Services Limited
6(th) Floor, 65 Gresham Street
London EC2V 7NQ
Corporate Broker and Nominated Adviser for AIM
WH Ireland Limited
24 Martin Lane
London EC4R 0DR
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END
FR FLFSFLDLAFIL
(END) Dow Jones Newswires
November 29, 2021 07:52 ET (12:52 GMT)
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