TIDMDO1O
Downing Structured Opportunities VCT 1 plc
Final results for the year ended 31 March 2014
FINANCIAL HIGHLIGHTS
31 March 31 March
2014 2013
pence pence
Ordinary Share pool
Net asset value per Ordinary Share 92.2 104.8
Net asset value per 'A' Share 0.1 0.1
Cumulative distributions 37.5 20.0
Total Return per Ordinary Share and 'A' Share 129.8 124.9
'B' Share pool
Net asset value per 'B' Share 82.3 84.9
Net asset value per 'C' Share 0.1 0.1
Cumulative distributions 20.0 15.0
Total return per 'B' Share and 'C' Share 102.4 100.0
'D' Share pool
Net asset value per 'D' Share 83.0 87.7
Cumulative distributions 10.0 5.0
Total return per 'D' Share 93.0 92.7
CHAIRMAN'S STATEMENT
Introduction
I am pleased to present the Company's Annual Report for the year ended
31 March 2014. Overall, the Company has continued to make satisfactory
progress with each of the Company's three share pools reporting an
increase in Total Return for the year.
Ordinary Share pool
The net asset value ("NAV") of a combined holding of one Ordinary Share
and one 'A' Share stood at 82.2p at the year end, an increase of 4.9p
(4.7%) over the year after adjusting for the dividend paid during the
year. Total Return (NAV plus cumulative dividends paid to date) stood at
129.8p at the year end, compared to the cost for most Shareholders who
invested in the original share offer, net of income tax relief, of
70.0p.
The Venture Capital investments are generally performing well and the
pool no longer holds any Structured Product investments as these all
matured some time ago. As many of the Ordinary Shareholders have now
held their investment for the minimum five year term to retain the
upfront VCT income tax relief, the Manager's focus is now on progressing
realisation plans which will secure exits at optimal values.
Shareholders should note that the task of realising the investments will
involve a significant number of transactions and it is difficult to
predict accurately when investment exits will be achieved, however the
Manager is hopeful that a number will complete during the latter part of
this year such that a significant return of capital could be paid early
in 2015. It is then likely that one or more further dividends will be
paid as more investments are realised. Shareholders should note that the
process of exiting from the whole portfolio is likely to take some time,
however the Manager is optimistic that many of the largest investments
can be realised at an early stage.
A more detailed review of the Ordinary Share pool is presented in the
Investment Manager's report.
'B' Share pool
The NAV of a combined holding of one 'B' Share and one 'C' Share stood
at 82.4p at the year end, an increase of 2.4p (2.8%) over the year after
adjusting for the dividend paid during the year. Total Return stood at
102.4p at the year end, compared to the cost for Shareholders who
invested in the 'B' Share offer, net of income tax relief, of 70.0p.
The 'B' Share pool still holds a small portfolio of Structured Products,
however most of the funds are now invested in Venture Capital
investments. As with the Ordinary Share pool, the majority of
investments have continued to make satisfactory progress and have
potential to deliver further growth before the planned exit date of
2015. Two investments have experienced weaker trading than had been
anticipated resulting in small provisions, however there appears to some
prospects for recovery.
A significant number of the original Structured Product investments have
now matured and the pool has cumulated GBP1.7 million of released gains
(equivalent to 8.6p per B Share). With opportunities to reinvest in new
Structure Products with appropriate time horizons being limited, the
Board has decided that it is appropriate to distribute 7.5p per 'B'
Share of these realised gains to 'B' Shareholders now and, as a result,
will propose an increased year end dividend of 10.0p per 'B' Share.
The 'B' Share pool will start the process of seeking to exit from its
investments in summer 2015, following the fifth anniversary of the close
of the 'B' Share fundraising. Plans for realisations are still in their
very early stages, however it appears that there are possibilities for
reasonably early exits from a number of the investments.
A more detailed review of the 'B' Share pool is presented in the
Investment Manager's report.
'D' Share pool
The 'D' Share NAV stood at 83.0p at the year end, an increase of 0.3p
per share or 0.3% over the year after adjusting for the dividends of
2.5p per share paid in the year. Total Return now stands at 93.0p per
share, compared to the cost for Shareholders who invested in the 'D'
Share offer, net of income tax relief, of 70.0p.
A number of new Structured Product investments were made during the year
when potential returns started to improve. The enlarged portfolio
generated a satisfactory returns over the year.
Several further Venture Capital investments were also completed during
the year as work continues on building the Venture Capital portfolio.
Generally performance has been satisfactory however there was negative
news, in the form of weak trading results, from two investments which
have resulted in write downs.
A more detailed review of the 'D' Share pool is presented in the
Investment Manager's report.
Dividends
In the initial years of each share pool it is the Company's intention to
pay dividends of at least 5.0p per annum on a twice yearly basis.
Final dividends for the year ended 31 March 2014 are proposed as
follows:
Ordinary Shares 2.5p
'B' Shares 10.0p
'D' Shares 2.5p
The Ordinary and 'D' Share dividend are in line with the standard
policy. As mentioned, above the Board is proposing to pay a higher
dividend to 'B' Shareholders on this occasion, partly comprising the
historic realised gains on the Structured Product investments.
Subject to approval at the forthcoming AGM, the proposed dividends will
be paid on 30 September 2014 to Shareholders on the register at the
close of business on 22 August 2014
Share buybacks
The Company operates a policy of buying in its own shares that become
available in the market subject to regulatory restrictions and other
factors such as availability of liquid funds. In the initial years of
each share class, purchases are undertaken at prices approximately equal
to NAV i.e. at a nil discount.
Shares purchased in the year to 31 March 2014 are summarised as follows:
Share class Number Average price
Ordinary Shares 72,870 90.5p
'A' Shares 40,600 0.1p
'B' Shares 25,300 81.5p
'D' Shares 10,000 83.0p
All of these shares were subsequently cancelled.
Now that the Ordinary Share pool is about to commence realisations to
return funds to Shareholders, the Board does not intend to undertake any
further share buybacks in respect of the Ordinary Shares and 'A' Shares.
The Board believes it is more appropriate to distribute proceeds from
the investment realisations to all Ordinary and 'A' Shareholders by way
of dividends, rather than setting aside sums to fund share buybacks.
Investment policy
The Board has reviewed the Company's Investment Policy and has made an
immaterial adjustment such that, in future, the Company will be able to
invest up to 5% of its funds in investments, such as gilts, fixed
deposits and secured loans. This will give the Manager some additional
flexibility which may help the Company to maintain investment yields
particularly as the planned exit date of the various share pools
approach and shorter term investments may be sought.
The Board expects to adopt a similar approach for the 'B' Share pool
with effect from December 2014. It is expected that standard share
buyback policy with operate in respect of the 'D' Share throughout the
forthcoming year.
Annual General Meeting
The Company's fifth AGM will be held at Fifth floor, Ergon House,
Horseferry Road, London, SW1P 2AL at 10:30 a.m. on 25 September 2014.
One item of special business is proposed: a special resolution to renew
the authority to allow the Company to make market purchases of the
Company's shares.
Outlook
During the coming year, the Board is optimistic that a significant
number of investment realisations from the Ordinary Share pool will be
achieved and a good start made in returning funds to Shareholders. We
expect to see realisations at full value and believe that the Ordinary
Share pool will ultimately deliver an excellent outcome for investors.
The 'B' Share pool will not start seeking to exit from Venture Capital
investments until approximately this time next year. Investment activity
is therefore expected to be at a low level until then, with the
Manager's focus being on building further growth before the planned exit
date.
The 'D' Share pool will continue to build its Venture Capital portfolio
over the next year, funds for which will be provided from existing cash
plus redemptions or disposals of Structured Product investments. The
Manager continues to report a flow of attractive investment
opportunities, which, along with existing portfolio companies, can
deliver growth over the next three years.
The Board is conscious that as the various pools return funds to
Shareholder, the size of the Company will reduce and, as a results,
running costs per share may increase. The Board is looking at means by
which this effect might be reduced or limited, including the possibility
of considering a merger with one or more other VCTs. Naturally, I will
report to Shareholders any significant such developments as they arise.
In any event, I look forward to updating Shareholders on developments
with the various share pools in my statement with the Half-Yearly
Report.
Lord Flight
Chairman
INVESTMENT MANAGER'S REPORT - ORDINARY SHARE POOL
Introduction
The Ordinary Share pool held 18 Venture Capital investments at the year
end and continues to be effectively fully invested. The majority of the
Ordinary Share pool's investments are performing well and we are pleased
to report realised and unrealised gains in the pool's investments of
GBP225,000 over the year as the pool moves towards its realisation
phase.
Net asset value and results
The net asset value ("NAV") per Ordinary Share at 31 March 2014 stood at
92.2p and NAV per 'A' Share at 0.1p, an increase of 4.9p for a combined
holding of one Ordinary Share and one 'A' Share (after adjusting for
dividends paid in the year). Total Return (combined NAV plus cumulative
dividends) stood at 129.8p for a holding of one Ordinary and one 'A'
Share.
The return on ordinary activities after taxation for the year was
GBP499,000 (2013: GBP1,158,000), comprising a revenue return of
GBP351,000 (2013: GBP547,000) and a capital profit of GBP148,000 (2013:
GBP611,000).
Venture Capital investments
Investment activity
At 31 March 2014, the pool held a Venture Capital portfolio with a total
valuation of GBP8.3m, comprising 18 investments, spread across a number
of sectors. During the year, the share pool made further investments
totalling GBP100,000, which were offset by divestments of GBP900,000 and
a net increase in value of GBP183,000.
The pool made one follow-on investment during the year for GBP100,000 in
to Future Biogas (Spring Farm) Limited. No new investments were made in
the year.
Bijou Wedding Venues Limited, the owner of Chertsey based exclusive
wedding venue Botleys Mansion, was sold during the year generating
proceeds of GBP934,000.
Portfolio valuation
The majority of the investments within the Ordinary Share portfolio
performed well throughout the year with a net valuation uplift of
GBP183,000 recognised at the year end for the Venture Capital
investments. The largest valuation movements are discussed below.
Westow House Limited owns the Westow House a pub in Crystal Palace,
South London. A GBP79,000 increase in the valuation was recognised at
the year end to reflect that the pub continues to perform beyond the
original business plan.
The 3D Pub Co Limited owns two pubs in Surrey: The Jolly Farmers in
Reigate; and The Fox Revived in Horley. Recent performance has been
encouraging and the valuation has been increased by GBP77,000.
Atlantic Dogstar Limited owns two pubs in London, The Dogstar in Brixton
and The Clapton Hart in Clapton. The
Dogstar's performance in particular has led to an increase in value of
GBP44,000.
The East Dulwich Tavern Limited owns a pub of the same name in East
Dulwich, South London. The business is performing in line with the
original business plan and an uplift in value of GBP32,000 has been
recognised.
A strong performance in the period from Quadrate Catering Limited, the
Marco Pierre White restaurant on the top floor of the Commercial Street
Hotel, resulted in an uplift of GBP26,000.
An increase in value of GBP19,000 in Future Biogas (Spring Farm) Limited
was recognised to reflect that the operational issues that were
initially experienced have been resolved and performance has
significantly improved.
Mosaic Spa and Health Clubs Limited, owns and manages two health clubs:
The Shrewsbury Club, in Shrewsbury; and Holmer Park, in Hereford. It
also provides gym and spa management services to hotels, universities
and corporate clients. Both Holmer Park and The Shrewsbury club have
underperformed throughout the period against budget and the value has
been reduced by GBP39,000.
The Chapel Street Companies consist of three separate investments in
Liverpool: Chapel Street Food and Beverage Limited; Chapel Street Hotel
Limited; and Chapel Street Services Limited. In light of an independent
valuation, the value of these companies was reduced by a total of
GBP39,000.
Redmed Limited owns and operates two bars in Lincoln city centre: Home;
and Craft. As part of a new investment by other Downing VCT funds, Craft
was purchased in May 2013. The slight fall in value of GBP10,000 is due
to transaction costs incurred on the deal.
A small reduction of GBP6,000 was made in the value of Camandale Limited,
the owner of The Riverbank pub in Kilmarnock, Scotland.
Structured products
There are no longer any Structured Products within the Ordinary Share
pool.
The last Structured Product in the portfolio was redeemed in the year
providing proceeds of GBP622,000, representing a profit over cost of
GBP209,000. Over the life of the portfolio, the Structured Product
investments produced total gains of GBP1.8 million. No further
Structured Product investments are planned for the Ordinary Share Pool.
Outlook
The Ordinary Share pool remains fully invested with a reasonably well
diversified qualifying portfolio that is continuing to deliver
satisfactory performance. Our focus is now on developing exit plans with
the target of achieving sufficient realisations to enable the Company to
pay a significant dividend to Ordinary Shareholders early in 2015.
Downing LLP
Portfolio of investments
The following investments were held at 31 March 2014:
Valuation
movement % of
Cost Valuation in year portfolio
GBP'000 GBP'000 GBP'000
Venture Capital investments
Redmed Limited* 914 1,159 (10) 12.1%
Future Biogas (Spring Farm)
Limited* 1,009 1,137 19 11.9%
Domestic Solar Limited 1,000 1,120 - 11.7%
Atlantic Dogstar Limited 585 1,015 44 10.6%
Westow House Limited 405 636 79 6.7%
Quadrate Spa Limited* 635 635 - 6.7%
Quadrate Catering Limited 577 629 26 6.6%
The 3D Pub Company Limited* 627 549 77 5.7%
East Dulwich Tavern Limited 459 546 32 5.7%
Ecossol Limited 500 425 - 4.4%
Mosaic Spa and Health Clubs
Limited* 250 211 (39) 2.2%
Slopingtactic Limited 102 102 - 1.1%
Fenkle Street LLP** 58 58 - 0.6%
Camandale Limited* 269 24 (6) 0.3%
Kilmarnock Monkey Bar Limited** 22 22 - 0.3%
Chapel Street Services Limited 75 19 (19) 0.2%
Chapel Street Food and Beverage
Limited 75 19 (19) 0.2%
Chapel Street Hotel Limited** 3 1 (1) 0.0%
7,565 8,307 183 87.0%
Cash at bank and in hand 1,245 13.0%
Total investments 9,552 100.0%
* partially qualifying investment
** non-qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2014
ADDITIONS
GBP'000
Venture Capital investments
Future Biogas (Spring Farm) Limited 100
DISPOSALS
Valuation
at
31/03/13 Profit vs. Realised
Cost *** Proceeds cost gain/(loss)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Structured Product
investments
Elders Capital
Accumulator VIII
(29A) 486 613 622 209 9
486 613 622 209 9
Venture Capital
investments
Bijou Wedding Venues
Limited 815 901 934 119 33
Redmed Limited 85 85 85 - -
900 986 1,019 119 33
1,386 1,599 1,641 328 42
* partially non-qualifying investment
** non-qualifying investment
*** adjusted for purchases during the year
INVESTMENT MANAGER'S REPORT- 'B' SHARE POOL
Introduction
The 'B' Share pool held 21 Venture Capital investments and three
Structured Product investments at the year end and is fully invested.
The majority of the 'B' Share pool's investments are performing well,
resulting in an increase to net asset value (NAV) over the year. Overall
the pool had a net increase in value of its investments held of
GBP126,000 over the year (including Structured Products valuation
increase of GBP61,000.
Net asset value and results
The NAV per 'B' Share at 31 March 2014 stood at 82.3p and per 'C' Share
at 0.1p, a rise of 2.3p for a combined holding of one 'B' Share and one
'C' Share over the year after adjusting for dividends. Total Return
(combined NAV plus cumulative dividends) stood at 102.4p for a combined
holding.
The return on ordinary activities after taxation for the year was
GBP472,000 (2013: GBP1,004,000), comprising a revenue return of
GBP480,000 (2013: GBP472,000) and a capital loss of GBP8,000 (2013:
profit GBP532,000).
Venture Capital investments
Investment activity
At 31 March 2014, the 'B' Share pool held a venture Capital portfolio
with a valuation of GBP11.9 million comprising investments in 21
companies. During the year, the Company made one further investment of
GBP186,000 in to Future Biogas (Reepham Road) Limited; this was
partially offset by divestments of GBP144,000.
Portfolio valuation
The majority of the 'B' Share pool continued to make progress. The
portfolio delivered a net gain of GBP65,000. An overview of the most
significant movements is shown below.
Kidspace Adventure Holdings Limited is the holding company of Kidspace
Adventures Limited which owns two indoor children's play centres in
Croydon and Romford as well as an adventure park called Hobbledown,
located in Surrey. An increase in value of GBP112,000 is reflective of
continued good performance at all three sites.
Green Electricity Generation Limited has installed 198 domestic rooftop
solar installations since 2011. Strong performance in the period
resulted in an increase in value of GBP68,000 being recognised.
A strong performance in the year from Quadrate Catering Limited, the
Marco Pierre White restaurant on the top floor of the Commercial Street
Hotel, resulted in an uplift of GBP38,000.
Antelope Pub Limited owns The Antelope public house in Tooting, south
London. An uplift of GBP40,000 has been recognised in the year
reflecting the pubs performance.
Continued on plan performance at Alpha Schools Holdings Limited, the
independent primary school operator, resulted in an uplift of GBP28,000
in the period.
Mosaic Spa and Health Clubs Limited, owns and manages two health clubs:
The Shrewsbury Club, in Shrewsbury; and Holmer Park, in Hereford. It
also provides gym and spa management services to hotels, universities
and corporate clients. Both Holmer Park and The Shrewsbury club have
underperformed throughout the year against budget and the value has been
reduced by GBP107,000.
A GBP98,000 reduction in value was recognised for Liverpool Nurseries
(Holdings) Limited. This cautionary reduction in value reflects that the
business is performing behind budget.
A small reduction of GBP16,000 was made in the value of Camandale
Limited, the owner of The Riverbank pub in Kilmarnock, Scotland.
Structured Products
The Structured Product portfolio was valued at GBP2.6m as at 31 March
2014. During the year, sales and redemptions realised GBP3.3m, and
GBP1.2m was reinvested into new Structured Products.
The objective with the Structured Product portfolio has been to focus on
investments such as defensive auto-callables or synthetic zero's which
offer clearly defined returns that, although linked to equity markets,
do not require a positive performance from the underlying index to
generate a positive return. We are pleased to report that this strategy
has once again produced a positive return.
Since the 'B ' Share pool was launched, the Structured Product portfolio
has recorded gains of GBP610,000. The defensive approach to Structured
Product investing has delivered what was expected of it. Most of the
uplift has now been recognised, and more modest returns are expected in
the coming year or so as the remaining products are redeemed or sold.
Outlook
Many of the Venture Capital investments are making satisfactory progress
however a small number have shown some deviation from plan and will
continue to receive close attention in an effort to bring them back on
track. We believe that there are prospects for growth from this
portfolio, along with a continued steady flow of investment income,
before the task of exiting the investments commences in 2015. We also
expect the remaining Structured Products to redeem within the next 15
months at a small uplift over current values.
Downing LLP
Portfolio of investments
The following investments were held at 31 March 2014:
Valuation
movement % of
Cost Valuation in year portfolio
GBP'000 GBP'000 GBP'000
Structured Product investments
Barclays 5Y Synthetic Zero 1,003 1,365 37 8.2%
HSBC 5.67% Defensive Worst Of Auto
Call 952 962 10 5.8%
UBS 7.3% Defensive Worst Of Auto
Call 251 265 14 1.6%
2,206 2,592 61 15.6%
Venture Capital investments
Future Biogas (Reepham Road)
Limited 1,662 1,662 - 10.0%
Quadrate Spa Limited* 954 954 - 5.7%
Quadrate Catering Limited 850 926 38 5.6%
Kidspace Adventures Holdings
Limited 750 896 112 5.4%
Domestic Solar Limited 800 896 - 5.4%
Antelope Pub Limited 750 869 40 5.2%
Alpha Schools Holdings Limited 733 805 28 4.8%
Liverpool Nurseries (Holdings)
Limited 870 772 (98) 4.6%
Green Electricity Generation
Limited 500 605 68 3.6%
Westcountry Solar Solutions
Limited 500 500 - 3.0%
West Tower Property Limited 500 500 - 3.0%
Mosaic Spa and Health Clubs
Limited* 600 493 (107) 3.0%
Ecossol Limited 500 425 - 2.6%
Avon Solar Energy Limited 420 420 - 2.5%
Progressive Energies Limited 340 340 - 2.0%
Slopingtactic Limited 277 277 - 1.7%
Commercial Street Hotel Limited** 185 185 - 1.1%
Fenkle Street LLP** 154 154 - 0.9%
Ridgeway Pub Company Limited 136 126 - 0.8%
Camandale Limited* 732 65 (16) 0.5%
Kilmarnock Monkey Bar Limited** 60 60 - 0.5%
12,273 11,930 65 71.9%
14,479 14,522 126 87.5%
Cash at bank and in hand 2,083 12.5%
Total investments 16,605 100.0%
* partially qualifying investment
** non-qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2014
ADDITIONS
GBP'000
Structured Product investments
HSBC 5.67% Defensive Worst Of Auto Call 952
UBS 7.3% Defensive Worst Of Auto Call 251
1,203
Venture Capital investments
Future Biogas (Reepham Road) Limited 186
1,389
DISPOSALS
Valuation
at
31/3/13 Profit Realised
Cost *** Proceeds vs. cost gain/(loss)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Structured Product
investments
Goldman Sachs 6YR
Phoenix Autocall 3 1,003 1,108 1,135 132 27
Elders Capital
Accumulator VIII 970 1,226 1,244 274 18
HSBC Trade Range 752 1,011 957 205 (54)
2,725 3,345 3,336 611 (9)
Venture Capital
investments
Avon Solar Energy
Limited 80 80 80 - -
Liverpool Nurseries
(Holdings) Limited 64 64 64 - -
144 144 144 - -
2,869 3,489 3,480 611 (9)
* partially qualifying investment
*** adjusted for purchases during the year
INVESTMENT MANAGER'S REPORT- 'D' SHARE POOL
Introduction
A steady performance from the Structured Product portfolio within the
'D' Share pool has offset poor performance from two related Venture
Capital investments (City Falkirk and Cheers Dumbarton) and resulted in
small overall gain in net asset value for the year (after adjusting for
dividend paid).
The 'D' share pool began the year with GBP2.2m of venture capital
investments and ended the year with GBP3.0m. Structured Product
investments were GBP1.7 million at the start of the year and ended at
GBP2.4 million. There were no disposals of Venture Capital investments
in the year.
Net asset value and results
The net asset value ("NAV") per 'D' Share at 31 March 2014 stood at
83.0p, an increase of 0.3p or 0.3% after adjusting for the dividend paid
in the year. Total Return stands at 93.0p per share compared to initial
cost to Shareholders, net of income tax relief, of 70.0p per share.
The profit on ordinary activities after taxation for the year was
GBP26,000 (2013: loss GBP143,000), comprising a revenue profit of
GBP34,000 (2013: loss GBP60,000) and a capital loss of GBP8,000 (2013:
loss GBP83,000).
Venture Capital investments
Investment activity
During the year, two new investments were made in the Venture Capital
portfolio. GBP570,000 was invested in Goonhilly Earth Station Limited.
The company is based in Cornwall and provides satellite communications
services. GBP280,000 was invested in Pearce and Saunders. The company
was set up to purchase the freehold of three south London pubs: Jam
Circus in Brockley; Old Post Office in Eltham; and John Jakson in
Wallington. One follow on investment of GBP28,000 was made in Vulcan
Renewables Limited, the developer of a Biogas plant near Doncaster.
Portfolio valuation
The majority of investments were held at valuations equal to cost at the
year end. Some valuation adjustments have, however, been necessary where
businesses have not performed to plan. These are detailed below.
City Falkirk Limited owns a large nightclub in Falkirk, Scotland. This
business has traded disappointingly since it was bought out of
administration in March 2012 and a further reduction of GBP50,000 was
made at the year end.
A reduction of GBP42,000 has been made to Cheers Dumbarton Limited
following a period of below budget trading. The company was set up to
purchase the freehold trade and assets of Cheers nightclub in Dumbarton,
Scotland.
In respect of the solar investments (Tor Solar PV, Fresh Green Power and
Green Energy Production) progress is satisfactory but we take a
relatively prudent view of valuing these type of assets in continuing to
hold them at cost. The investments are still young but as they
established a reliable record of electricity generation, we believe that
there are good prospects for capital uplifts.
Structured Products
All three of the Structured Products held at the start of the year were
redeemed as a result of the strong stock market performance triggering
redemptions. These generated a profit of GBP143,000 over cost of GBP1.5
million. A further seven Structured Products were purchased during the
year, and at the year-end were showing an uplift of GBP101,000 on the
cost of GBP2.3m.
Outlook
The 'D' Share pool's funds are spread between a portfolio of Structured
Products, a portfolio of venture capital investments and cash. The
remaining cash will be invested into further venture capital investments
in the current year. A new investment has been made since the year-end
in a large Sussex pub, which is a popular wedding venue. A number of
promising opportunities are currently being considered in the renewable
energy businesses, and this is likely to result in a higher weighting to
this sector. We will continue to monitor the portfolio closely, as we
work towards the target exit date of 2017.
Downing LLP
Portfolio of investments
The following investments were held at 31 March 2014:
Valuation
movement % of
Cost Valuation in year portfolio
GBP'000 GBP'000 GBP'000
Structured Product investments
HSBC 5.4% Dual Index Synthetic
Zero 501 525 24 8.4%
Barclays 7.75% Defensive
Worst-Of-Auto-Call 401 424 23 6.7%
Goldman Sachs 8.5% Defensive
Worst-Of-Auto-Call 351 371 20 5.9%
UBS 7.3% Defensive
Worst-Of-Auto-Call 251 265 14 4.2%
Credit Suisse 7% Defensive
Worst-Of-Auto-Call 251 261 10 4.2%
HSBC 7.1% Defensive
Worst-Of-Auto-Call 251 259 8 4.1%
HSBC 5.67% Defensive
Worst-Of-Auto-Call 251 253 2 4.0%
2,257 2,358 101 37.5%
Venture Capital investments
Tor Solar PV Limited 640 640 - 10.2%
Vulcan Renewables Limited 588 588 - 9.4%
Goonhilly Earth Station Limited 570 570 - 9.1%
Fubar Stirling Limited 358 358 - 5.7%
Pearce and Saunders Limited* 280 280 - 4.5%
City Falkirk Limited 562 275 (50) 4.4%
Fresh Green Power Limited 200 200 - 3.2%
Green Energy Production UK Limited 100 100 - 1.5%
Cheers Dumbarton Limited 64 22 (42) 0.3%
Lochrise Limited 17 - - 0.0%
3,379 3,033 (92) 48.3%
5,636 5,391 9 85.8%
Cash at bank and in hand 892 14.2%
Total investments 6,283 100.0%
* partially qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2014
ADDITIONS
Structured Product investments GBP'000
HSBC 5.4% Dual Index Synthetic Zero 501
Barclays 7.75% Defensive Worst-Of-Auto-Call 401
Goldman Sachs 8.5% Defensive Worst-Of-Auto-Call 351
UBS 7.3% Defensive Worst-Of-Auto-Call 251
Credit Suisse 7% Defensive Worst-Of-Auto-Call 251
HSBC 7.1% Defensive Worst-Of-Auto-Call 251
HSBC 5.67% Defensive Worst-Of-Auto-Call 251
2,257
Venture Capital investments
Goonhilly Earth Station Limited 570
Pearce and Saunders Limited 280
Vulcan Renewables Limited 28
3,135
* partially qualifying investment
DISPOSALS
Valuation
at 31/3/13 Profit Realised
Cost *** Proceeds vs. cost gain
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Structured Product
investments
Credit Suisse 7.25% FTSE
Autocall 523 565 575 52 10
JPMorgan 7% Defensive
FTSE Autocall 517 565 570 53 5
Royal Bank of Canada 8%
Worst-Of-Auto-Call 502 524 541 38 17
1,542 1,654 1,686 143 32
*** adjusted for purchases during the year
Directors' responsibilities
The Directors are responsible for preparing the Report of the Directors,
the Directors' Remuneration Report and the financial statements in
accordance with applicable law and regulations. They are also
responsible for ensuring that the Annual Report includes information
required by the Listing Rules of the Financial Conduct Authority.
Company law requires the Directors to prepare financial statements for
each financial year. Under that law, the Directors have elected to
prepare the financial statements in accordance with United Kingdom
Generally Accepted Accounting Practice (United Kingdom accounting
standards and applicable law). Under company law, the Directors must not
approve the financial statements unless they are satisfied that they
give a true and fair view of the state of affairs of the Company and of
the profit or loss of the Company for that period.
In preparing these financial statements the Directors are required to:
*select suitable accounting policies and then apply them consistently;
*make judgments and accounting estimates that are reasonable and
prudent;
*state whether applicable UK accounting standards have been followed,
subject to any material departures disclosed and explained in the
financial statements; and
*prepare the financial statements on the going concern basis unless it
is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records
that are sufficient to show and explain the Company's transactions, to
disclose with reasonable accuracy at any time the financial position of
the Company and to enable them to ensure that the financial statements
comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and hence for taking reasonable
steps for the prevention and detection of fraud and other
irregularities.
In addition, each of the Directors considers that the Annual Report,
taken as a whole, is fair, balanced and understandable and provides the
information necessary for Shareholders to assess the Company's
performance, business model and strategy.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company's website.
Legislation in the United Kingdom governing the preparation and
dissemination of the financial statements and other information included
in the annual reports may differ from legislation in other
jurisdictions.
Directors' statement pursuant to the Disclosure Rules and Transparency
Rules
Each of the Directors, confirms that, to the best of each person's
knowledge:
the financial statements, which have been prepared in accordance with UK
Generally Accepted Accounting Practice, give a true and fair view of the
assets, liabilities, financial position and profit or loss of the
Company; and
the management report included within the Report of the Directors,
Chairman's Statement, Investment Manager's Report, and Review of
Investments includes a fair review of the development and performance of
the business and the position of the company together with a description
of the principal risks and uncertainties that it faces.
By order of the Board
Grant Whitehouse
Secretary of Downing Structured Opportunities VCT 1 plc
INCOME STATEMENT
for the year ended 31 March 2014
Year ended 31 March 2014 Year ended 31 March 2013
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Income 1,705 - 1,705 1,704 - 1,704
Net gain on
investments - 383 383 - 1,318 1,318
1,705 383 2,088 1,704 1,318 3,022
Investment
management
fees (250) (250) (500) (258) (258) (516)
Other expenses (367) (1) (368) (375) - (375)
Return on
ordinary
activities
before tax 1,088 132 1,220 1,071 1,060 2,131
Tax on ordinary
activities (223) - (223) (112) - (112)
Return
attributable to
equity
shareholders 865 132 997 959 1,060 2,019
Basic and
diluted return
per share:
Ordinary Share 3.4p 1.4p 4.8p 5.3p 5.9p 11.2p
'A' Share - - - - - -
'B' Share 2.4p 0.0p 2.4p 2.4p 2.7p 5.1p
'C' Share - - - - - -
'D' Share 0.4p (0.1p) 0.3p (0.8p) (1.1p) (1.9p)
All Revenue and Capital items in the above statement derive from
continuing operations. The total column within the Income Statement
represents the profit and loss account of the Company. No operations
were acquired or discontinued during the year.
A Statement of Total Recognised Gains and Losses has not been prepared
as all gains and losses are recognised in the Income Statement noted
above.
Other than revaluation movements arising on investments held at fair
value through profit and loss, there were no differences between the
return as stated above and historical cost.
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
Year ended 31 March 2014 2013
Ordinary Share 'B' 'D'
pool Share pool Share pool Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Opening
Shareholders'
funds 10,877 16,962 6,917 34,756 33,287
Proceeds from
share issue - - - - 3,025
Share issue
costs - - - - (166)
Purchase of own
shares (66) (22) (9) (97) (10)
Unalloted shares - - - - (1,491)
Dividends paid (1,811) (997) (394) (3,202) (1,908)
Total return for
the year 499 472 26 997 2,019
Closing
Shareholders'
funds 9,499 16,415 6,540 32,454 34,756
INCOME STATEMENT (ANALYSED BY SHARE POOL) for the year ended 31 March
2014
Ordinary Share pool Year ended 31 March 2014 Year ended 31 March 2013
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Income 644 - 644 827 - 827
Net gain on
investments - 225 225 - 689 689
644 225 869 827 689 1,516
Investment management
fees (76) (76) (152) (78) (78) (156)
Other expenses (127) (1) (128) (116) - (116)
Return on ordinary
activities before
tax 441 148 589 633 611 1,244
Tax on ordinary
activities (90) - (90) (86) - (86)
Return attributable
to equity
shareholders 351 148 499 547 611 1,158
'B' Share pool Year ended 31 March 2014 Year ended 31 March 2013
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Income 904 - 904 808 - 808
Net gain on
investments - 117 117 - 658 658
904 117 1,021 808 658 1,466
Investment
management fees (125) (125) (250) (126) (126) (252)
Other expenses (171) - (171) (184) - (184)
Return/(loss) on
ordinary
activities before
tax 608 (8) 600 498 532 1,030
Tax on ordinary
activities (128) - (128) (26) - (26)
Return/(loss)
attributable to
equity
shareholders 480 (8) 472 472 532 1,004
'D' Share pool Year ended 31 March 2014 Year ended 31 March 2013
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Income 157 - 157 69 - 69
Net gain on
investments - 41 41 - (29) (29)
157 41 198 69 (29) 40
Investment
management fees (49) (49) (98) (54) (54) (108)
Other expenses (69) - (69) (75) - (75)
Return/(loss) on
ordinary
activities before
tax 39 (8) 31 (60) (83) (143)
Tax on ordinary
activities (5) - (5) - - -
Return/(loss)
attributable to
equity
shareholders 34 (8) 26 (60) (83) (143)
BALANCE SHEET as at 31 March 2014
2014 2013
Ordinary 'B' 'D' Ordinary 'B' 'D'
Share Share Share Share Share Share
pool pool pool Total pool pool pool Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Fixed assets
Investments 8,307 14,522 5,391 28,220 9,623 16,496 3,901 30,020
Current assets
Debtors 137 124 337 598 134 100 1 235
Cash at bank and
in hand 1,245 2,083 892 4,220 1,316 564 3,092 4,972
1,382 2,207 1,229 4,818 1,450 664 3,093 5,207
Creditors:
amounts falling
due within one
year (190) (314) (80) (584) (196) (198) (77) (471)
Net current
assets 1,192 1,893 1,149 4,234 1,254 466 3,016 4,736
Net assets 9,499 16,415 6,540 32,454 10,877 16,962 6,917 34,756
Capital and
reserves
Called up
Ordinary/'B'/'D'
Share capital 10 20 8 38 10 20 8 38
Called up 'A'/'C'
Share capital 16 30 - 46 16 30 - 46
Capital
redemption
reserve 5 - - 5 5 - - 5
Special reserve 4,113 15,540 7,437 27,090 5,812 15,924 - 21,736
Share premium
account 2,794 - - 2,794 2,794 - 7,446 10,240
Revaluation
reserve 743 43 (243) 543 772 536 (141) 1,167
Capital reserve -
realised 1,148 344 (641) 851 1,149 345 (341) 1,153
Revenue reserve 670 438 (21) 1,087 319 107 (55) 371
Total equity
shareholders'
funds 9,499 16,415 6,540 32,454 10,877 16,962 6,917 34,756
Basic and diluted net asset
value per:
Ordinary 92.2p 82.3p 83.0p 104.8p 84.9p 87.7p
Share/'B'
Share/'D' Share
'A' Share/'C' 0.1p 0.1p - 0.1p 0.1p -
Share
CASH FLOW STATEMENT for the year ended 31 March 2014
Year ended 31 March 2014 Year ended 31 March 2013
Ordinary 'B' 'D' Ordinary 'B' 'D'
Share Share Share Share Share Share
pool pool pool Total pool pool pool Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Net cash
inflow/(outflow)
from operating
activities 352 473 (54) 771 488 271 (49) 710
Taxation
Corporation tax paid (86) (26) - (112) - - - -
Capital expenditure
Purchase of
investments (100) (1,389) (3,135) (4,624) (237) (1,989) (3,189) (5,415)
Proceeds from
disposal of
investments 1,641 3,480 1,686 6,807 1,148 2,857 2,051 6,056
Movements in deposit
held for purchase of
investments - - (294) (294) - - 640 640
Net cash
inflow/(outflow)
from capital
expenditure 1,541 2,091 (1,743) 1,889 911 868 (498) 1,281
Equity dividends paid (1,811) (997) (394) (3,202) (518) (996) (394) (1,908)
Net cash
(outflow)/inflow
before financing (4) 1,541 (2,191) (654) 881 143 (941) 83
Financing
Proceeds from 'D'
Share issue - - - - - - 1,534 1,534
Share issue costs - - - - - - - (166) (166)
Purchase of own
shares (67) (22) (9) (98) (10) - - (10)
Net cash inflow from
financing (67) (22) (9) (98) (10) - 1,368 1,358
(Decrease)/increase
in cash (71) 1,519 (2,200) (752) 871 143 427 1,441
NOTES TO THE ACCOUNTS
1. Accounting policies
Basis of accounting
The Company has prepared its financial statements under UK Generally
Accepted Accounting Practice ("UK GAAP") and in accordance with the
Statement of Recommended Practice "Financial Statements of Investment
Trust Companies and Venture Capital Trusts" revised January 2009
("SORP").
The financial statements are prepared under the historical cost
convention except for certain financial instruments measured at fair
value.
The Company implements new Financial Reporting Standards ("FRS") issued
by the Financial Reporting Council when required.
Presentation of Income Statement
In order to better reflect the activities of a Venture Capital Trust,
and in accordance with the SORP, supplementary information which
analyses the Income Statement between items of a revenue and capital
nature has been presented alongside the Income Statement. The revenue
return is the measure the Directors believe appropriate in assessing the
Company's compliance with certain requirements set out in Part 6 of the
Income Tax Act 2007.
Investments
All investments are designated as "fair value through profit or loss"
assets due to investments being managed and performance evaluated on a
fair value basis. A financial asset is designated within this category
if it is both acquired and managed on a fair value basis, with a view to
selling after a period of time, in accordance with the Company's
documented investment policy. The fair value of an investment upon
acquisition is deemed to be cost. Thereafter investments are measured at
fair value in accordance with the International Private Equity and
Venture Capital Valuation Guidelines ("IPEV") together with FRS 26.
Structured Product investments are measured using bid prices in
accordance with the IPEV.
For unquoted investments, fair value is established by using the IPEV
guidelines. The valuation methodologies for unquoted entities used by
the IPEV to ascertain the fair value of an investment are as follows:
*Price of recent investment;
*Multiples;
*Net assets;
*Discounted cash flows or earnings (of underlying business);
*Discounted cash flows (from the investment); and
*Industry valuation benchmarks.
The methodology applied takes account of the nature, facts and
circumstances of the individual investment and uses reasonable data,
market inputs, assumptions and estimates in order to ascertain fair
value.
Gains and losses arising from changes in fair value are included in the
Income Statement for the year as a capital item and transaction costs on
acquisition or disposal of the investment are expensed. Where an
investee company has gone into receivership or liquidation, or
administration (where there is little likelihood of recovery), the loss
on the investment, although not physically disposed of, is treated as
being realised.
It is not the Company's policy to exercise significant influence over
investee companies. Therefore, the results of these companies are not
incorporated into the Income Statement except to the extent of any
income accrued. This is in accordance with the SORP that does not
require portfolio investments to be accounted for using the equity
method of accounting.
Income
Dividend income from investments is recognised when the Shareholders'
rights to receive payment has been established, normally the ex-dividend
date.
Interest income is accrued on a time apportionment basis, by reference
to the principal sum outstanding and at the effective rate applicable
and only where there is reasonable certainty of collection in the
foreseeable future.
Expenses
All expenses are accounted for on an accruals basis. In respect of the
analysis between revenue and capital items presented within the Income
Statement, all expenses have been presented as revenue items except as
follows:
Expenses which are incidental to the disposal of an investment are
deducted from the disposal proceeds of the investment.
Expenses are split and presented partly as capital items where a
connection with the maintenance or enhancement of the value of the
investments held can be demonstrated. The Company has adopted a policy
of charging 50% of the investment management fees to the revenue account
and 50% to the capital account to reflect the Board's estimated split of
investment returns which will be achieved by the company over the long
term.
Expenses and liabilities not specific to a share class are generally
allocated pro rata to the net assets.
Taxation
The tax effects on different items in the Income Statement are allocated
between capital and revenue on the same basis as the particular item to
which they relate, using the Company's effective rate of tax for the
accounting period.
Due to the Company's status as a Venture Capital Trust, and the
continued intention to meet the conditions required to comply with Part
6 of the Income Tax Act 2007, no provision for taxation is required in
respect of any realised or unrealised appreciation of the Company's
investments which arises.
Deferred taxation, which is not discounted, is provided in full on
timing differences that result in an obligation at the balance sheet
date to pay more tax, or a right to pay less tax, at a future date, at
rates expected to apply when they crystallise based on current tax rates
and law. Timing differences arise from the inclusion of items of income
and expenditure in taxation computations in periods different from those
in which they are included in the accounts.
Other debtors and other creditors
Other debtors (including accrued income and loan notes other than those
held as part of the investment portfolio and other creditors are
included within the accounts at amortised cost.
Issue costs
Issue costs in relation to the shares issued for each share class have
been deducted from the share premium account for the relevant share
class.
2. Basic and diluted return per share
Weighted average number Revenue Capital
of shares in issue Return/(loss) gain/(loss)
Return per share is
calculated on the
following: GBP'000 GBP'000
Year ended
31 March Ordinary
2014 Shares 10,329,656 351 148
'A' Shares 15,532,691 - -
'B' Shares 19,933,528 480 (8)
'C' Shares 29,926,070 - -
'D' Shares 7,747,890 34 (8)
Year ended
31 March Ordinary
2013 Shares 10,366,195 547 611
'A' Shares 15,552,030 - -
'B' Shares 19,936,370 472 532
'C' Shares 29,931,291 - -
'D' Shares 7,749,013 (60) (83)
As the Company has not issued any convertible securities or share
options, there is no dilutive effect on return per Ordinary Share, 'A'
Share, 'B' Share, 'C' Share or 'D' Share. The return per share disclosed
therefore represents both the basic and diluted return per Ordinary
Share, 'A' Share, 'B' Share, 'C' Share or 'D' Share.
3. Basic and diluted net asset value per share
2014 2013
Net asset value Net asset value
Pence per Pence per
Shares in issue share GBP'000 share GBP'000
2014 2013
Ordinary
Shares 10,288,157 10,361,027 92.2 9,484 104.8 10,862
'A' Shares 15,506,488 15,547,088 0.1 15 0.1 15
'B' Shares 19,911,070 19,936,370 82.3 16,385 84.9 16,932
'C' Shares 29,926,070 29,926,070 0.1 30 0.1 30
'D' Shares 7,877,527 7,887,527 83.0 6,540 87.7 6,917
Net assets per Balance Sheet 32,454 34,756
As the Company has not issued any convertible shares or share options,
there is no dilutive net asset value per Ordinary Share, per 'A' Share,
per 'B' Share, per 'C' Share or per 'D' Share. The net asset value per
share disclosed therefore represents both the basic and diluted net
asset value per Ordinary Share, per 'A' Share, per 'B' Share, per 'C'
Share and per 'D' Share.
4. Principal Risks
The Company's investment activities expose the Company to a number of
risks associated with financial instruments and the sectors in which the
Company invests. The principal financial risks arising from the
Company's operations are:
*Investment risks,
*Credit risk; and
*Liquidity risk.
The Board regularly reviews these risks and the policies in place for
managing them. There have been no significant changes to the nature of
the risks that the Company is exposed to over the year and there have
also been no significant changes to the policies for managing those
risks during the year.
The risk management policies used by the Company in respect of the
principal financial risks and a review of the financial instruments held
at the year end are provided below:
Investment risks
As a VCT, the Company is exposed to investment risks in the form of
potential losses and gains that may arise on the investments it holds in
accordance with its investment policy. The management of these market
risks is a fundamental part of investment activities undertaken by the
Investment Manager and overseen by the Board. The Manager monitors
investments through regular contact with management of investee
companies, regular review of management accounts and other financial
information and attendance at investee company board meetings. This
enables the Manager to manage the investment risk in respect of
individual investments. Investment risk is also mitigated by holding a
diversified portfolio spread across various business sectors and asset
classes.
The key market risks to which the Company is exposed are:
*Investment price risk; and
*Interest rate risk.
Investment price risk
Investment price risk arises from uncertainty about the future prices
and valuations of financial instruments held in accordance with the
Company's investment objectives. It represents the potential loss that
the Company might suffer through market price movements in respect of
Structured Products and also changes in the fair value of unquoted
investments that it holds.
At 31 March 2014, the Structured Product portfolio was valued at
GBP4,950,000.
The fair values of Structured Products are influenced primarily by
changes in the FTSE 100 Index.
Interest rate risk
The Company accepts exposure to interest rate risk on floating-rate
financial assets through the effect of changes in prevailing interest
rates. The Company receives interest on its cash deposits at a rate
agreed with its bankers. Investments in loan stock attract interest
predominately at fixed rates. A summary of the interest rate profile of
the Company's investments is shown below.
There are three categories in respect of interest which are attributable
to the financial instruments held by the Company as follows:
*"Fixed rate" assets represent investments with predetermined yield
targets and comprise certain loan note investments and preference
shares.
*"Floating rate" assets predominantly bear interest at rates linked to
Bank of England base rate or LIBOR and comprise cash at bank and
liquidity fund investments and certain loan note investments.
*"No interest rate" assets do not attract interest and comprise equity
investments, certain loan note investments, Structured Products, loans
and receivables (excluding cash at bank) and other financial
liabilities.
Credit risk
Credit risk is the risk that a counterparty to a financial instrument is
unable to discharge a commitment to the Company made under that
instrument. The Company is exposed to credit risk through its holdings
of loan stock in investee companies, cash deposits, debtors and
Structured Products. Credit risk relating to loan stock investee
companies is considered to be part of market risk.
The Manager manages credit risk in respect of loan stock with a similar
approach as described under Investment risks above. Investments in
Structured Products are managed so as to limit exposure to any one
counterparty and taking into account the credit rating of the
counterparty. Similarly, the management of credit risk associated
interest, dividends and other receivables is covered within the
investment management procedures.
Cash is mainly held by Bank of Scotland plc and Royal Bank of Scotland
plc, both of which are A-rated financial institutions and both also
ultimately part-owned by the UK Government. Consequently, the Directors
consider that the credit risk associated with cash deposits is low.
There have been no changes in fair value during the year that are
directly attributable to changes in credit risk.
Liquidity risk
Liquidity risk is the risk that the Company encounters difficulties in
meeting obligations associated with its financial liabilities. Liquidity
risk may also arise from either the inability to sell financial
instruments when required at their fair values or from the inability to
generate cash inflows as required.
As the Company has a relatively low level of creditors, being GBP584,000
(2013: GBP471,000), and has no borrowings, the Board believes that the
Company's exposure to liquidity risk is low. Also, some quoted
investments held by the Company are considered to be readily realisable.
The Company always holds sufficient levels of funds as cash and readily
realisable investments in order to meet expenses and other cash outflows
as they arise. For these reasons, the Board believes that the Company's
exposure to liquidity risk is minimal.
The Company's liquidity risk is managed by the investment manager in
line with guidance agreed with the Board and is reviewed by the Board at
regular intervals.
ANNOUNCEMENT BASED ON AUDITED ACCOUNTS
The financial information set out in this announcement does not
constitute the Company's statutory financial statements in accordance
with section 434 Companies Act 2006 for the year ended 31 March 2014,
but has been extracted from the statutory financial statements for the
year ended 31 March 2014 which were approved by the Board of Directors
on 25 July 2014 and will be delivered to the Registrar of Companies. The
Independent Auditor's Report on those financial statements was
unqualified and did not contain any emphasis of matter nor statements
under s 498(2) and (3) of the Companies Act 2006.
The statutory accounts for the year ended 31 March 2013 have been
delivered to the Registrar of Companies and received an Independent
Auditors report which was unqualified and did not contain any emphasis
of matter nor statements under s 498(2) and (3) of the Companies Act
2006.
A copy of the full annual report and financial statements for the year
ended 31 March 2014 will be printed and posted to shareholders shortly.
Copies will also be available to the public at the registered office of
the Company at Fifth floor, Ergon House, Horseferry Road, London, SW1P
2AL and will be available for download from www.downing.co.uk.
This announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Downing Structured Opportunities VCT 1 PLC via Globenewswire
HUG#1838910
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