RNS Number:7251S
Goldshield Group PLC
02 December 2003


For immediate release                             07.00, Tuesday 2 December 2003



                              GOLDSHIELD GROUP plc

           Interim Results for the six months ended 30 September 2003



Goldshield Group plc (LSE: GSD), the marketing-led pharmaceutical company, has
pleasure in reporting its interim results for the six months ended 30 September
2003.


HIGHLIGHTS


*         Development continues despite challenging conditions


          o        Group sales of #42.7 million (30 Sept 2002: # 54.5 million)

          o        Profit before interest, tax, amortisation and exceptional 
                   costs of #5.8 million (30 Sept 2002:  #12.3 million)

          o        Headline earnings per share 11.0p (Sept 2002: 22.2p)

          o        Basic loss per share (5.4p) (30 Sept 2002: eps 12.5p)


*         Net cash inflow of #10.2 million (30 Sept 2002: #3.4million)


*         Restructuring on track - six fully accountable business units formed


*         Enhanced operating efficiencies through shift to India


*         Interim dividend 1.00p per share (30 Sept 2002: 1.45p per share)


*         Peter Brown appointed Non-Executive Chairman  in August 2003


*         No further update on SFO investigation


Commenting on the results, Peter Brown, Chairman of Goldshield Group, said:

"I am pleased with the progress that Goldshield has made in addressing its
legacy problems and re-focusing its business.  Whilst this has been a
challenging period, I am confident that the company will resume its growth
course during 2004."


For further information, please contact:


Goldshield Group plc
Ajit Patel, Chief Executive                    Today:       +44 (0) 20 7466 5000
Rakesh Patel, Finance Director            Thereafter:       +44 (0) 20 8649 8500

Buchanan Communications                                     +44 (0) 20 7466 5000
Tim Anderson, Mark Court, Mary-Jane Johnson


CHAIRMAN'S STATEMENT


I have great pleasure in presenting my first results statement since my
appointment as Chairman of Goldshield earlier this year.


The Chief Executive's review explains how your company has performed during the
first half of the year and outlines our plans for the future, which give us
great encouragement that the Company is moving towards renewed growth.


Goldshield is actively addressing its legacy problems from 2001 and re-focusing
its business with new manufacturers, agents and clients. The Company has taken
action ahead of other groups to lower its cost base by moving a high percentage
of its office management and other operations to India, further ensuring the
control of overheads.


The long-running inquiry by the Serious Fraud Office, which is yet to result in
any charges being placed, has had a serious impact on profits.  The Company has
reacted appropriately by focusing on cash flow and safeguarding the integrity of
its balance sheet.


As the independent Chairman I am responsible for ensuring that corporate
governance and shareholder value receive the attention they deserve, while at
the same time preserving the entrepreneurial spirit that has taken Goldshield
from its modest beginnings to its current position as a significant force in the
UK pharmaceutical industry and an increasingly significant player overseas.


To this end, the Board has implemented a corporate governance review. The review
is scheduled for completion by the end of the current financial year.


I am determined that the Company resumes its growth course during 2004. In the
meantime, the Board has declared a dividend of 1.00p a share, payable to
shareholders on the register on 12 December 2003.


Peter M Brown
Chairman
Goldshield Group plc


2 December 2003


CEO'S OPERATING REVIEW


I am pleased to report that the sales for the Group for the first half of the
current year were #42.7 million (30 Sept 2002: #54.5m) and earnings before
interest, tax, and amortisation (EBITA) were #5.8 million before exceptional
costs (30 Sept 2002: #12.3m).


Whilst this has been a challenging period for the Group, I am pleased with the
developments that we have made.


We have made a tremendous amount of progress in freeing up cash and improving
our operational efficiencies right across the business. Despite having to deal
with litigation from various acquisitions, the Group has continued to trade
satisfactorily in this constraining time.  During this period we have also
continued to transfer various management functions to India, building an
enhanced management skill-base and better operational efficiencies for the
future.


The main focus for us remains that of substantially reducing our bank borrowing
and paying off the deferred acquisition costs as soon as possible.  We expect
that by December 2004 we should have met most of our liabilities, save for any
unforeseen costs.  During the first six months of this year we have produced net
cash of #10.2 million from operating activities, which is in line with our
internal expectations.  The cash generation has resulted from current trading,
stock reductions and debt recovery.


The last six months has seen further development of our profit centred approach
to management services.  Almost every support function has been made into a
profit centre with full accountability. This change will help generate further
operational efficiencies on the back of the business unit performance expected
next year.  We have achieved improved operating efficiencies in the areas of
call centre, distribution, finance, product fulfilment and we expect further
efficiencies from our facilities management in the coming months.


Goldshield's six individual business units include: Hospital - Europe, Retail
Generics - Europe, Retail Brands - Europe, Country Distributors - Rest of the
World, Direct to Consumer - Europe and Direct to Consumer - USA.


Hospital - Europe


Sales in this, one of our newest business units, were #5.7 million for the first
half of the year.  This compares with a figure of #5.0 million for the half year
to September 2002, a growth of 16%.  The establishment of this business is now
underway despite the difficulties faced with the post Antigen acquisition from
Miza and continuing supply issues in the half year under review.


Most of the supply issues have now been resolved.  The majority of the growth is
a result of recent successful awards of NHS contracts, including the company's
first contract for an in-house developed oncology product.


Sales in Ireland still continue to be affected following the closure of the Miza
manufacturing facility. However, measures are in place to resolve this and we
remain committed to maintaining our position as a major supplier to the Irish
market.


Retail Generics - Europe


The sales in this business unit were #4.0 million for the first half of the
year, compared with #3.9 million over the same period last year.


Despite competition, this business has maintained its sales, albeit that
profitability has suffered as a result of overstocks from last year, which have
been liquidated over the course of the year. Looking forward, I expect that this
business will flourish once the new management has time to make an impact.
Stock positions have started to improve and this, together with new product
introductions, will contribute to the bottom line in the coming months.


Retail Brands - Europe


Within this unit sales at the end of September 2003 were #14.5 million (2002:
#16.2 million). This shortfall is due to stocking issues and regulatory problems
in certain European markets.


In spite of this we have seen 54.7% growth in the half year in the UK own label
business and a 13% growth in Goldshield brands in Ireland.  Some of the newly
introduced products have performed particularly well in terms of sales and we
expect these to make a contribution towards the shortfall in the remainder of
the current financial year.


This will be further helped by the now improving stock positions, which are
expected to improve sales in the last quarter of the current year.


Country Distributors - Rest of the World


The restructuring of this business unit is on target.  The main part of the
restructuring has been the reallocation of certain central European territories
into either Retail Brands Europe or Hospital Europe businesses.


Despite the recruitment of a new management team we do not feel that this
business unit has yet reached its full potential.  Sales have increased by 8% to
#1.7 million compared with the first half of the previous year (2002: #1.6
million).  Having recruited the new team, we expect that this business will
receive more attention and provide the focus necessary to optimise the growth
potential in this niche area of our business in the future.


Direct to Consumer - Europe


This business unit continues to provide disappointing results for the Group.
The first half produced sales of #9.3 million compared with #12.2 million during
the same period last year.


Despite this we have started to see a small but encouraging turnaround in the
business. This is largely due to a new customer base through the home shopping
channel and better, more cost-effective methods of generating repeat business
from our existing customers.


We are undertaking an extensive management restructuring programme, which
includes better and more skilled second tier management and which should be in
place in the last quarter of this financial year.  Focussing on Flexeze, our
flagship brand in this unit, I expect that the sales will start to improve
considerably in the next few months.


Looking at our Vitality Channel on Sky Digital, sales have increased
considerably.  That said, we have taken a tough decision to come off-air on a
24-hour basis from 1 January 2004. Instead we will use that resource more
effectively in other broadcast media to increase customer recruitment, which in
turn should help to grow our business next year.


Going forward, the main focus remains that of customer acquisition and improved
repeat orders.


Direct to Consumer - USA


We have faced a considerable number of challenges from the day we first entered
the US market in 2000 and this first half has been no exception. We have
streamlined our operation efficiently by closing the US call centre in June. In
addition we have made a number of managerial changes to reflect a down-sized
business.


Another factor affecting the business in the US was our decision to terminate a
specific range of diet products where liability insurance was proving
impossible.  That said the most important of our strategies was to take our US
operation to a break even or positive level on EBITDA which has now been
achieved since August 2003.


Similarly with our European business we have started to strengthen our
management with a view to rebuilding our business from the first quarter next
year. We don't expect a major upsurge in business but we are still focused and
committed to the market, which we hope will provide the best opportunities and
excitement for the future.


Sales in the first half were $11.3 million compared $21.8 million for the same
period last year and despite the rationalisation I expect we should start seeing
profitable growth in the next financial year.


Summary and Current Trading


Our main focus still remains to substantially reduce our bank borrowing and
deferred acquisition costs by around December next year.


In light of the on going litigation with the Department of Health, where we
still remain confident that the outcome will be in our favour, we must make
allowances for on-going costs.


Trading in the current half continues at approximately the same level to that in
the first half with a slight improvement at the sales level. Based on
efficiencies achieved in the first half we are expecting a slightly improved
second half. But, as already stated, our focus still remains that of
consolidation of cash generation, improving efficiencies and strengthening our
personnel all of which we require to take this business forward.


Ajit Patel
Chief Executive Officer
Goldshield Group plc


2 December 2003



Note: Earnings before interest, tax and amortisation (EBITA) figures, discussed
above, are calculated as follows:-


                                                                   Six months        Six months             Year
                                                                        ended             ended            ended
Year to March                                                    30 September      30 September         31 March
                                                                         2003              2002             2003
                                                                  (unaudited)       (unaudited)        (audited)
                                                                         #000              #000             #000

Turnover                                                               42,663            54,458          104,920

Operating profit                                                          461             7,521            4,272
Amortisation and impairment                                             4,451             4,599            9,828
EBITA                                                                   4,912            12,120           14,100
Exceptional Legal and Professional costs                                  924               195              951

Earnings before interest, tax, amortisation and                         5,836            12,315           15,051
exceptional costs



SUMMARISED CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2003


                                                                  Six months        Six months            Year
                                                                       ended             ended           ended
                                                                30 September      30 September        31 March
                                                     Notes              2003              2002            2003
                                                                 (unaudited)       (unaudited)       (audited)
                                                                       #'000             #'000           #'000

Turnover                                                 1            42,663            54,458         104,920

Operating profit                                         1               461             7,521           4,272

The operating profit is stated after charging the following items:-

Research and development expenditure                                     664               499             969
Amortisation and impairment of intangibles                             4,451             4,599           9,828
Exceptional legal and professional costs                                 924               195             951

Net Interest                                                           (365)             (378)           (744)
Profit on ordinary activities before taxation                             96             7,143           3,528
Tax on profit on ordinary activities                     2           (2,099)           (2,574)         (5,004)
(Loss)/Profit on ordinary activities after                           (2,003)             4,569         (1,476)
taxation
Minority interest                                                         20                33              24
(Loss)/Profit for the financial period                               (1,983)             4,602         (1,452)
Equity dividends                                         3             (369)             (535)         (1,069)

(Loss)/Profit retained for the period                                (2,352)             4,067         (2,521)

Earnings per share
Basic (pence)                                            4             (5.4)              12.5           (3.9)
Diluted (pence)                                          4                 -              12.3               -
Dividend per share (pence)                               3              1.00              1.45            2.90



CONSOLIDATED BALANCE SHEET AS AT
30 SEPTEMBER 2003


                                                                         As at             As at           As at
                                                                  30 September      30 September        31 March
                                                       Notes              2003              2002            2003
                                                                   (unaudited)       (unaudited)       (audited)
                                                                         #'000             #'000           #'000
Fixed assets
Goodwill                                                   5            20,972            30,390          24,647
Other intangible assets                                    5            31,193            36,672          34,128
Intangible assets                                          5            52,165            67,062          58,775
Tangible assets                                                          1,402             1,669           1,847
                                                                        53,567            68,731          60,622
Current assets
Stocks                                                                  11,109            17,335          15,444
Debtors: due after more than one year                      6             2,648               823             240
Debtors: due within one year                                            14,694            13,836          16,648
Cash at bank and in hand                                                 4,496             3,644           2,433
                                                                        32,947            35,638          34,765

Creditors: amounts falling due within one year                        (33,928)          (31,056)        (36,770)
Net current assets/(liabilities)                                         (981)             4,582         (2,005)
Total assets less current liabilities                                   52,586            73,313          58,617

Creditors: amounts falling due after more than one                     (4,402)          (14,701)         (7,500)
year
Provisions for liabilities and charges                                 (4,122)           (3,298)         (3,426)
                                                                        44,062            55,314          47,691
Capital and reserves
Share capital                                                            1,846             1,845           1,846
Share premium account                                                   21,075            21,101          21,075
Profit and loss account                                                 21,035            32,251          24,644

Shareholders' funds                                                     43,956            55,197          47,565
Minority interest                                                          106               117             126

Total capital employed                                                  44,062            55,314          47,691



CONSOLIDATED CASH FLOW STATEMENT FOR THE
SIX MONTHS ENDED 30 SEPTEMBER 2003


                                                                    Six months        Six months            Year
                                                                         ended             ended           ended
                                                                  30 September      30 September        31 March
                                                       Notes              2003              2002            2003
                                                                   (unaudited)       (unaudited)       (audited)
                                                                         #'000             #'000           #'000

Net cash inflow from operating activities                  7            10,186             3,438          11,232
Returns on investments and servicing of finance
Interest received                                                            4                54              81
Interest paid                                                            (132)             (432)           (825)
Net cash outflow from returns on investments and                         (128)             (378)           (744)
servicing of financing

Taxation
Corporation tax paid (net)                                             (1,602)           (1,189)         (4,582)
Capital expenditure and financial investment
Purchase of intangible fixed assets                                          -             (610)         (2,626)
Purchase of tangible fixed assets                                        (611)             (647)         (1,177)
Proceeds on disposal of tangible fixed assets                                -                 -             106
Net cash outflow from capital expenditure and                            (611)           (1,257)         (3,697)
financial investment

Acquisitions and disposals
Purchase of businesses                                                 (2,504)           (3,327)         (5,917)
Equity dividends paid                                                        -           (1,070)         (1,605)
Net cash inflow/(outflow) before financing                               5,341           (3,783)         (5,313)
Financing
New bank loan                                                                -                 -           1,234
Bank loan payments                                                     (3,278)           (1,948)         (2,838)
Issue of shares                                                              -                55              30

Increase/(Decrease) in cash                                9             2,063           (5,676)         (6,887)



STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
AND RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS'
FUNDS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2003


STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES


                                                                    Six months        Six months            Year
                                                                         ended             ended           ended
                                                                  30 September      30 September        31 March
                                                       Notes              2003              2002            2003
                                                                   (unaudited)       (unaudited)       (audited)
                                                                         #'000             #'000           #'000

(Loss)/Profit for the financial period                                 (1,983)             4,602         (1,452)

Currency differences on foreign currency net               8           (1,257)              (99)         (1,118)
investments

Total recognised gains and losses for the period                       (3,240)             4,503         (2,570)
and total gains and losses recognised since last
financial statements



RECONCILIATION OF MOVEMENTS IN EQUITY SHAREHOLDERS' FUNDS


                                                                     Six months        Six months            Year
                                                                          ended             ended           ended
                                                                   30 September      30 September        31 March
                                                        Notes              2003              2002            2003
                                                                    (unaudited)       (unaudited)       (audited)
                                                                          #'000             #'000           #'000

(Loss)/Profit for the financial period after                            (1,983)             4,602         (1,452)
taxation
Equity dividends                                                          (369)             (535)         (1,069)
Issue of shares                                                               -                55              30
Currency difference on foreign currency net                 8           (1,257)              (99)         (1,118)
investments

Net (decrease) / increase in shareholders' funds                        (3,609)             4,023         (3,609)
Shareholders' funds at 1 April 2003                                      47,565            51,174          51,174

Shareholders' funds at 30 September 2003                                 43,956            55,197          47,565



NOTES TO THE INTERIM FINANCIAL STATEMENTS


1.  Segmental reporting


Turnover, profit on ordinary activities before taxation are attributable to the
principal activity of the Group.

                                                                    Six months        Six months             Year
                                                                         ended             ended            ended
                                                                  30 September      30 September         31 March
                                                                          2003              2002             2003
                                                                   (unaudited)       (unaudited)        (audited)
                                                                         #'000             #'000            #'000

Turnover by destination:
United Kingdom                                                          27,135            32,087           61,440
Western Europe excluding the United Kingdom                              4,892             5,455           11,108
North America                                                            7,382            14,531           26,845
Rest of the World                                                        3,254             2,385            5,527

                                                                        42,663            54,458          104,920

Turnover by origin:
United Kingdom                                                          29,807            34,463           65,802
North America                                                            7,382            14,531           26,844
Ireland                                                                  5,474             5,464           12,274

                                                                        42,663            54,458          104,920

Operating profit/(loss):
United Kingdom                                                           2,015             6,937             7513
North America                                                          (1,440)             (750)          (6,123)
Ireland                                                                  (114)             1,334            2,882

                                                                           461             7,521            4,272



2.  Tax on profit on ordinary activities


                                                                     Six months        Six months            Year
                                                                          ended             ended           ended
                                                                   30 September      30 September        31 March
                                                                           2003              2002            2003
                                                                    (unaudited)       (unaudited)       (audited)
                                                                          #'000             #'000           #'000

Tax on ordinary activities                                                2,099             2,574           5,004



The tax assessed for the period is higher than the standard rate of corporation
tax in the United Kingdom of 30%. The differences are explained below


Profit on ordinary activities                                                96             7,143           3,528

Profit on ordinary activities multiplied by the standard rate                29             2,143           1,058
of corporation tax in the United Kingdom of 30%

Effect of:

Expenses not deductible for tax purposes                                  1,087               431           1,175

Impairment provision not qualifying for tax relief                            -                 -           1,459
Tax losses not available for utilisation and carried forward                983                 -           1,705
Adjustments to tax charge in respect of prior periods                         -                 -           (393)

Tax on ordinary activities                                                2,099             2,574           5,004


3.  Equity dividends


The Directors have declared an interim dividend of 1.00 pence per share (2002/03
interim dividend: 1.45 pence, 2002/03 final dividend: 2.90 pence). The dividend
will be paid on 19 January 2004 to those shareholders on the register on 12
December 2003.


4.  Earnings per share


                                                 Basic earnings per share    Diluted Earnings per share
                                                                  Earnings
                                                              attributable   Dilutive effect
                                                               to ordinary   of securities -          Adjusted
                                                              shareholders     share options          earnings
6 months to 30 September 2003
Earnings (#000)                                                    (1,983)                             (1,983)
Weighted average number of shares ('000)                            36,922                19            36,922
Per Share amount (pence)                                             (5.4)                                   -

6 months to 30 September 2002
Earnings (#000)                                                      4,602                               4,602
Weighted average number of shares ('000)                            36,873               577            37,450
Per Share amount (pence)                                              12.5                                12.3

12 months to 31 March 2003
Earnings (#000)                                                    (1,452)                             (1,452)
Weighted average number of shares ('000)                            36,879                              36,879
Per Share amount (pence)                                             (3.9)                                   -



5.  Intangible fixed assets


                                                                  Brand names          Goodwill             Total
                                                                     know-how
                                                                 licences and
                                                                  trade marks
                                                                        #'000             #'000             #'000

Cost
At 1 April 2003                                                        50,299            43,059            93,358
Additions                                                                  35                61                96
Disposals                                                               (578)           (2,430)           (3,008)
Differences on exchange                                                  (38)             (674)             (712)

At 30 September 2003                                                   49,718            40,016            89,734

Amortisation
At 1 April 2003                                                        16,171            18,412            34,583
Provided for the period                                                 2,465             1,986             4,451
Disposals                                                                (80)           (1,163)           (1,243)
Differences on exchange                                                  (32)             (190)             (222)

At 30 September 2003                                                   18,524            19,045            37,569

Net book amount
At 30 September 2003                                                   31,193            20,972            52,165

Net book amount
At 31 March 2003                                                       34,128            24,647            58,775


6.  Debtors: due after more than one year


On 30 June 2003, Goldshield disposed of Healthcare products containing Ephedra
in the United States of America to Nutracide S.A.


The expected consideration of #2,408,000 has been reflected in debtors due after
more than one year.


The company is seeking advice as to whether it was required to obtain formal
clearance from its Bankers for the disposal, who were made aware of it on or
before 23 June 2003.


The Board expects that, there will be no revision to the terms of the facilities
or other adverse consequences.


7.  Net cash inflow from operating activities


                                                                   Six months        Six months              Year
                                                                        ended             ended             ended
                                                                 30 September      30 September          31 March
                                                                         2003              2002              2003
                                                                  (unaudited)       (unaudited)         (audited)
                                                                        #'000             #'000             #'000

Operating profit                                                          461             7,521             4,272
Depreciation                                                              265               305               477
Amortisation                                                            4,451             4,599             9,828
Impairment losses                                                           -                 -             4,864
(Profit)/loss on disposal of fixed assets
- Tangible                                                                  -                 -                40

Decrease in stocks                                                      4,335           (5,265)           (3,214)

(Increase) in debtors                                                   (454)             (445)           (2,794)
Increase in creditors                                                   1,128           (3,277)           (2,241)

Net cash inflow from operating activities                              10,186             3,438            11,232


8.  Currency differences on foreign currency net investments


The #1,257,000 currency difference on foreign currency net investments relates
to the unrealised loss made on translating the assets and liabilities of the US
and Irish subsidiaries at the period-end date (September 2002: #99,000 loss).


9.  Reconciliation of net cash flow to movement in net debt


                                                                   Six months        Six months              Year
                                                                        ended             ended             ended
                                                                 30 September      30 September          31 March
                                                                         2003              2002              2003
                                                                  (unaudited)       (unaudited)         (audited)
                                                                        #'000             #'000             #'000

(Decrease)/increase in cash for the period                              2,063           (5,676)           (6,887)
Cash outflow from debt financing                                        3,278             1,948             1,604

Changes in net funds arising from cashflows                             5,341           (3,728)           (5,283)
Net (debt)/funds at 31 March 2003                                    (11,247)           (5,964)           (5,964)

Net debt at 30 September 2003                                         (5,906)           (9,692)          (11,247)


10. Contingent liabilities


Indemnities and guarantees

At 30 September 2003, the Company had undertaken to provide support to certain
subsidiary undertakings.


There is a contingent liability in respect of bank borrowings of all companies
within the Group which are secured by an inter company cross guarantee.  The
aggregate Group liability at 30 September 2003 amounted to #10,402,000 (30
September 2002: #13,337,000).


The Group has given indemnities in respect of advance payments, deferred
purchase consideration and import duty guarantees issued on its behalf in the
normal course of business.  The indemnities given at 30 September 2003 were
#318,000 (30 September 2002: #399,000).


Irish Operations

On 28 November 2001 the Group acquired the sales, marketing and distribution
rights for the Antigen brand from Antigen Holdings Limited. The companies and
assets were acquired at an estimated cost of #9.4 million. The estimated
consideration was to be settled in two parts, firstly by the payment of #5.2
million and secondly by an obligation to discharge the wider scheme of
arrangement covering all Antigen companies (including those not acquired by the
Group).  The total known creditors covered by the wider scheme of arrangement
are estimated at #5.4 million as at 30 September 2003 (30 September 2002: #18.8
million).


On 11 December 2002, Miza Ireland Limited and each of its Irish subsidiaries,
parties to the wider scheme of arrangement were placed into examinership.  The
Directors have obtained legal opinion that the Group's exposure to the debts
covered by the scheme of arrangement is restricted to the debts borne by the
companies it acquired. Accordingly, no adjustments have been made for
outstanding creditors of Miza Ireland Limited and its subsidiaries under the
scheme of arrangement in these financial statements.


Prior to the acquisition by the Group, Antigen International Limited, Antigen
Overseas Limited and Anpharm Limited were part of a cross guarantee banking
arrangement covering Antigen Holdings Limited and Castleholding Investment
Company Limited and their subsidiaries. The claims relating to the cross
guarantee have been settled.


Serious Fraud Office (SFO) Investigation

On 10 April 2002 the Group's premises and those of the Chief Executive were
visited by the SFO and certain documentation taken away. A press statement
issued by the SFO stated that its operations formed part of an investigation
into suspected conspiracy to defraud the National Health Service (NHS)
concerning the prices charged for penicillin based antibiotics and Warfarin,
between 1 January 1996 and 31 December 2000.


The Directors do not believe the Group has acted in an unlawful or improper
manner, nor has it at any time conspired to defraud the NHS and no provision has
been made accordingly. Until any formal charges are made against the Group, its
maximum potential exposure under relevant legislation for the alleged offences
cannot be quantified.


Department of Health (DoH) claim

On 20 December 2002, the DoH issued a legal claim against the Group and three
other companies (Norton Healthcare Limited, Norton Pharmaceuticals Limited and
Regent - GM Laboratories Limited) amounting to #28.6 million for alleged
anti-competitive practices involving the fixing of selling prices and
controlling the market and production of Warfarin between January 1997 and
September 2000.


The Directors believe the Group is free from wrong-doing in respect of these
allegations and no provision has been made for amounts potentially due under
this claim. A defence of the claim has been filed.


Legal and professional costs on both these actions are expensed as incurred.


There were no other material contingent liabilities at 30 September 2003 or 30
September 2002.


Subsequent to the year end, the Directors decided to close the call centre in
Portland and discontinue its telemarketing business. The goodwill associated
with this business is therefore impaired and has been fully provided against.


11.  Preparation of interim statements

The interim financial statements have been prepared in accordance with
applicable accounting standards and under the historical cost convention. The
principal accounting policies of the Group are set out in the Group's 2003
annual report and financial statements. The policies have remained unchanged
from the previous annual report.


The interim statements are unaudited but have been reviewed by the auditors.
The comparative figures for the financial year ended 31 March 2003 are based on
the Company's statutory accounts for that year and have been reported on by the
Company's auditors and delivered to the Registrar of Companies. The report of
the auditors was unqualified and did not contain a statement under section 237
(2) or (3) of the Companies Act 1985.


The interim statements do not constitute statutory accounts within the meaning
of section 240 of the Companies Act 1985.


12. Approval of interim statement

The interim statement was approved by the Board of Directors on 2 December 2003.


Copies of this statement will be available to members of the public, free of
charge, from the Company at NLA Tower, 12-16 Addiscombe Road, Croydon, Surrey,
CR0 0XT.


INDEPENDENT REVIEW REPORT TO
GOLDSHIELD GROUP PLC


Introduction

We have been instructed by the company to review the financial information for
the six months ended 30 September 2003 which comprise the Summarised
Consolidated Profit and Loss Account, Consolidated Balance Sheet, Consolidated
Cash Flow Statement, Statement of Total Recognised Gains and Losses,
Reconciliation in Movements in Shareholders Funds and the related notes 1 to 12.
We have read the other information contained in the interim report and
considered whether it contains any apparent misstatements or material
inconsistencies with the financial information.


This report is made soley to the company, in accordance with guidance contained
in the APB Bulletin 1999/4 'Review of Interim Financial Information'. Our review
work has been undertaken so that we might state to the company those matters we
are required to state to it in a review report and for no other purpose. To the
fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the company for our review work, for this report or the
conclusion we have formed.


Directors' responsibilities

The interim report including the financial information contained therein is the
responsibility of, and has been approved by, the directors. The directors are
responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.


Review work performed

We conducted our review in accordance with guidance contained in Bulletin 1999/4
issued by the Auditing Practices Board for use in the United Kingdom. A review
consists primarily of making enquiries of group management and applying
analytical procedures to the financial information and underlying financial data
and based thereon, assessing whether the accounting policies and presentation
have been consistently applied unless otherwise disclosed. A review excludes
audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with United Kingdom Auditing Standards and therefore
provides a lower level of assurance than an audit. Accordingly, we do not
express an audit opinion on the financial information.


Review conclusion

On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 September 2003.


GRANT THORNTON
CHARTERED ACCOUNTANTS
LONDON
2 December 2003


Note:

The maintenance and integrity of the Goldshield website is the responsibility of
the directors; the work carried out by the auditors does not involve
consideration of these matters and, accordingly, the auditors accept no
responsibility for any changes that may have occurred to the financial
statements since they were initially presented on the website.


Legislation in the United Kingdom governing the preparation and dissemination of
the financial statements may differ from legislation in other jurisdictions.


                      This information is provided by RNS
            The company news service from the London Stock Exchange
END

IR FSDEDFSDSEIE