Company Registered Number: 2933559
ATHELNEY TRUST PLC
ANNUAL REPORT
FOR THE YEAR ENDED 31 DECEMBER 2002
ATHELNEY TRUST PLC
CONTENTS
Chairman's Statement
Investment and Portfolio Analysis
Report of the Directors
Report of the Auditors
Statement of Total Return
Balance Sheet
Cash Flow Statement
Notes to the Financial Statements
Officers and Financial Advisors
Notice of Annual General Meeting
Page
1 - 3
4 - 5
6 - 7
8
9
10
11
12 - 19
20
21
ATHELNEY TRUST PLC
1
2 Queen Anne's Gate Buildings, Dartmouth Street, LONDON, SW1H 9BP
Telephone: 020 7222 8989 Fax: 020 7222 8998
CHAIRMAN'S STATEMENT
I enclose the results for the twelve months to 31 December 2002. The key points are as follows:
• Audited Net Asset Value ("NAV") is 83.2p per share (31 December 2001 : 95.9p),
a fall of 13.2 per cent.
• Gross Revenue down by 30.2 per cent to £60,328 (31 December 2001: £86,424).
• On a like for like basis revenue was actually up by 5.8 per cent and dividend income
rose by 13.3 per cent.
• Revenue return per ordinary share was 1.3p, a decrease of 53.6 per cent
( 31 December 2001: 2.8p).
• Recommended dividend for the year 1.7p per share (2001: 1.7p).
The Market
When discussing one of the worst years for stock market performance in living memory, it is difficult to
find optimistic, positive things to say, beyond the fact that prospects for 2003 and especially 2004 look
considerably more intriguing.
As far as 2002 is concerned, however, the main market indices fell by about 25% and the AIM index (at
31 December 2002, Athelney held as much as 23% of its portfolio in AIM-traded shares) declined by
over 30%. In these circumstances, it was always going to be difficult
to show a good absolute
performance, even though the relative performance looks to be acceptable.
The current unease in markets is due to the twin factors of political uncertainty and increasing worries
about the economic outlook both at home and abroad. Last year's corporate scandals in the U.S. have not
helped either with plenty of examples of financial chicanery, accounting irregularities and business
failures to spook the market.
At home, the continued fall in the FTSE 100 index brought into question the financial health of the life
assurance companies, although it is encouraging to note that over-zealous regulators are now apparently
happy to make the rules of financial adequacy more flexible. Above all, the year 2002 was dominated by
a huge number of profit warnings, thus illustrating the typical problem of static or declining sales and
remorselessly rising costs. In the second half of 2002, there were a total of 192 profit warnings of which
86 occurred in the third quarter and 106 in the fourth. A typical profit warning was accompanied by a fall
in the relative share price of 25-40 per cent. Some companies have even managed a second and third
profit warning in 2002.
You do not need me to tell you how the threat of terrorist activity has badly affected the business and
social life of the country recently. In particular, the leisure and tourist industries suffered greatly from the
aftermath of the 11th September attacks and there has been (and there may be again) a huge spike in the
price of crude oil as we move towards a final decision on the Iraq question.
ATHELNEY TRUST PLC
CHAIRMAN'S STATEMENT
(CONTINUED)
2
The Market (continued)
Looking overseas, the global economy is in a mess. The U.S. is hooked on credit, Japan and Germany are
facing deflation and recession and China is happily exporting deflation via impossibly low-priced
manufactured goods. In the U.K., New Labour has metamorphosed into Old Labour with a tax and spend
policy just as unrealistic as all those of previous Labour Chancellors. And as a final comment, fifty-six
small quoted companies went bust last year - the highest level for a number of years.
Results
Against the above background, the Board is not displeased with the 13.2% fall in NAV to 83.2p, after full
allowance has been made for Capital Gains Tax liabilities in the event that the entire portfolio of
investments were sold. On the face of it, Gross Revenue fell by 30.2% to £60,328 compared with £86,424
in 2001. However, we actually received a large exceptional dividend from William Nash, a former
holding, in 2001 so that, in fact, Gross Revenue (i.e. dividend income plus bank interest) rose by 5.8% on
a like for like basis and dividend income actually increased by a highly satisfactory 13.3%.
Dividend
Even though Return per Ordinary Share was just 1.3p for the year 2002, the Board has decided to
recommend an unchanged dividend of 1.7p. The balance will be taken from Revenue reserve which
stood at £28,033 as at 31 December 2001 and £21,492 (assuming the proposed dividend is, in fact, paid)
at the equivalent date in 2002.
The main reason for recommending an unchanged dividend is the Board's confidence in the ability of the
companies in the Athelney portfolio to generate higher dividends in the future. The following statistics
for 2002 make interesting reading:
Companies paying dividends
Companies sold (therefore no true comparison)
Companies purchased (therefore no true comparison)
Increased total dividend in the calendar year
Reduced total dividend in the calendar year
No change in dividend
Number
74
11
14
32
7
10
The Board expects a similarly positive outcome for 2003 and, in the absence of unforeseen
circumstances, expects to pay a similar dividend for 2003.
Portfolio Review
Sadly Mettoni succumbed to harsh economic conditions and its shares are consequently worthless. SFI
shares were suspended and, again, it is highly unlikely that anything will be recovered for shareholders; in
its case, however, there is an apparent discrepancy of £20 million in the accounts which must be
explained to SFI's shareholders.
ATHELNEY TRUST PLC
CHAIRMAN'S STATEMENT
(CONTINUED)
3
Portfolio Review (continued)
In a typically busy year, the following shares were sold or top-sliced: Ann Street Group, Compel Group,
Enterprise Inns, Folkes Group, Gowrings, Simon Group, Wyevale Garden Centres,
together with
Comprop and Enterprise from the list of AIM-traded shares. The following were purchased for the first
time or an existing holding was increased: Flying Brands , Merrydown , Reed Health Group , SCS
from the AIM market Fountains , Pennant
Upholstery , Severfield-Rowen , Watermark Group ;
International and Wynnstay Group from OFEX.
Update
The unaudited NAV as at 28 February 2003 was 79.4p per share.
The Board is also proposing to amend the Articles of Association by means of a special resolution to
allow the company to continue as an investment company after 2005. The effect of this is to remove the
requirement to seek a shareholders' resolution in that and every subsequent five years.
Outlook
The Board believes that there is every chance of a significant rally starting in 2003 to be extended into the
following year. Shares are much cheaper than a year ago. Profit expectations have been scaled back, so
the number of profit warnings is likely to diminish as the year progresses, finances are being improved at
the expense of ambitious expansion plans and, above all, the Board expects a resumption of corporate
activity later this year. In short, the Board believes that recovery prospects for smaller companies in
general, and for Athelney in particular, are excellent.
Hugo Deschampsneufs
Chairman
7 April 2003
ATHELNEY TRUST PLC
INVESTMENT AND PORTFOLIO ANALYSIS AT 31 DECEMBER 2002
SECTOR
STOCK
HOLDING
VALUE (£)
£
%
SECTOR
4
Construction & Building Materials
Distributors
Diversified Industrials
Forestry & Paper
General Retail
Healthcare
Insurance
Leisure, Entertainment & Hotels
Media & Photography
Real Estate
Speciality & Other Finance
Support Services
Technology, Media, Telecoms
Transport
Clarke (T)
Galliford Try
Gibbs & Dandy "A"
Latham (James)
N.W.F. Group
Wynnstay Group
Goodwin
Severfield-Rowen
Slingsby (H.C. )
Cropper (James)
Flying Brands
Mallett
SCS Upholstery
Stanley Gibbons
Wyevale Garden Centres
Reed Health Group
Personal Group Holdings
Enterprise Inns
Gowrings
Merrydown
SFI Group
Shepherd Neame "A"
Springwood
CA Coutts Holdings
International Greetings
Estates & Agency
Mountview Estates
Unite Group
Amalgamated Metal
Broadcastle
Camellia
IFX Group
Private & Commercial Finance Corp.
S & U
Wintrust
Christie Group
Dawson Holdings
Enterprise
Fountains
Genus
Landround
NBA Quantum
Penna Consulting
Photo-scan
Reed Executive
Universe Group
Waterman Partnership Holdings
Watermark Group
WSP Group
Alphameric
CRC Group
Dicom Group
Delcam
ICM Computer Group
Intelek
Mettoni Group
MTL Instruments Group
Pennant International
Plasmon
Radstone Technology
Air Partner
Braemar Seascope Group
Clarkson
Clyde Marine
Fisher (James)
6,000
68,000
10,000
4,000
13,000
7,500
17,000
6,500
4,000
10,000
14,000
12,000
8,000
120,000
25,000
26,666
22,000
8,600
15,000
47,000
20,000
8,930
18,000
22,000
18,000
3,150
1,925
10,000
6,600
40,000
3,331
13,300
35,000
10,000
3,500
25,000
37,200
16,000
15,000
20,000
7,700
15,000
16,000
15,000
20,000
40,000
25,000
25,000
13,000
25,000
12,000
5,000
10,000
7,500
65,000
110,000
7,250
56,000
20,000
8,000
8,500
10,000
9,600
19,520
23,400
24,960
17,000
19,250
12,700
42,250
31,875
14,535
17,388
21,200
17,000
20,090
25,440
18,840
19,200
92,250
24,533
26,070
49,063
8,325
19,505
-
42,864
4,950
16,830
40,500
18,113
53,419
15,750
33,000
21,600
92,435
18,620
18,725
34,000
12,513
10,875
36,828
33,920
16,500
33,000
11,589
9,375
14,640
14,100
23,700
9,000
13,250
21,625
5,200
12,750
29,580
20,250
12,500
13,688
7,475
-
9,715
7,840
21,400
22,960
23,800
13,500
18,384
46,848
38,376
73,910
4.94%
74,125
4.95%
53,123
17,000
3.55%
1.14%
175,820
24,533
26,070
11.74%
1.64%
1.74%
124,707
8.33%
57,330
3.83%
87,282
5.83%
230,893
15.41%
253,602
16.93%
158,158
10.56%
140,908
9.41%
ATHELNEY TRUST PLC
INVESTMENT AND PORTFOLIO ANALYSIS AT 31 DECEMBER 2002
( CONTINUED)
Portfolio Value
Net Current Assets
Deferred tax
TOTAL VALUE
Shares in issue
Audited NAV
£
1,497,461
£
73,552
£
(71,000)
£
1,500,013
1,802,802
83.2p
5
100.00%
Construction & Building Materials
Distributors
Diversified Industrials
Forestry & Paper
General retail
Healthcare
Insurance
Leisure, Entertainment & Hotels
Media & Photography
Real Estate
Speciality & Other Finance
Support Services
Technology, Media, Telecoms
Transport
Portfolio
by Sectors
9.41%
4.94%
4.95%
10.56%
16.93%
3.55%
1.14%
11.74%
1.64%
1.74%
8.33%
3.83%
15.41%
5.83%
Portfolio
by Listing
AIM
23%
OFEX
8%
FULL
AIM
OFEX
UNQUOTED
UNQUOTED
2%
FULL
67%
REPORT OF THE DIRECTORS OF
ATHELNEY TRUST PLC
6
The directors present their report and audited financial statements of the Company for the year ended 31
December 2002.
Principal activity and business review
The principal activity of the Company is that of an investment company. The investment objectives of
the Company are to achieve long term capital growth while at the same time producing a progressive
income return.
Investments made by the Company are primarily in the equity securities of both unquoted and quoted
UK companies, including smaller companies with a market capitalisation of below £50 million.
During the period, the Company followed the normal activities of an investment company. Details of
these are given in the Chairman's Statement on pages 1, 2 and 3.
Directors and their interests
The directors who held office during the year and their interest in the ordinary shares of the Company
are stated below:-
31 December 2002 31 December 2001
H.B. Deschampsneufs 122,575 120,200
R.G. Boyle 485,000 480,000
D.A. Horner (appointed 12 April 2002) - -
R.J Ellert resigned on 12 April 2002.
The above figures include a holding of 58,000 shares (2001 - 58,000) owned by a pension fund in
which R.G.Boyle and H.B Deschampsneufs have an interest.
Directors' responsibilities
The directors are required by the Companies Act 1985 to prepare financial statements for each financial
year which give a true and fair view of the state of affairs of the Company at the end of the financial
year and of the result for the year.
The directors consider that in preparing the financial statements the Company has used appropriate
accounting policies, consistently applied and supported by reasonable and prudent judgements and
estimates and confirm that all applicable accounting standards have been followed, subject to any
material departures disclosed and explained in the accounts. The financial statements have been
prepared on a going concern basis.
The directors are responsible for ensuring that the Company keeps proper accounting records which
disclose, with reasonable accuracy at any time, the financial position of the company and for ensuring
the financial statements comply with the Companies Act 1985. The directors also have
that
responsibility for safeguarding the assets of the Company and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
REPORT OF THE DIRECTORS OF
ATHELNEY TRUST PLC
(CONTINUED)
7
Corporate governance
The Board continues to give careful consideration to the principles of corporate governance as set out in
the Combined Code appended to the Listing Rules issued by the Financial Services Authority.
However the Company is small and it is the opinion of the directors that not all the provisions of the
Code are relevant or desirable for a company of Athelney's size.
The Board meets regularly and has ultimate responsibility for the management of the Company,
although the Remuneration Committee makes recommendations to the Board relating to the
remuneration of the managing director and the non-executive directors.
The Audit Committee assists the Board in relation to matters concerning corporate governance and
financial reporting. Both Committees, currently comprising H.B. Deschampsneufs and D.A. Horner,
meet during the year as required, with the Audit Committee to include external auditors if appropriate.
Results and dividends
The return on ordinary activities before dividends for the year is £24,107 (2001: £50,289) as detailed on
page 9. It is recommended that a final dividend of 1.7p (2001: 1.7p) per share be paid. The retained
loss for the year of £6,541, after providing for payment of dividends, has been deducted from revenue
reserves.
Payment of suppliers
It is the Company's policy to obtain the best possible terms for all business and, therefore, there is no
consistent policy as to the terms used. The Company contracts the terms on which business will take
place throughout the year with its suppliers. There were no invoiced trade creditors outstanding at the
end of the year, the amounts shown as creditors in the balance sheet comprise expenses and proposed
dividends.
Amendment to the Articles of Association
The Articles of Association require that the Company pass a resolution at the Annual General Meeting
in 2005 and every subsequent five years so that it might continue in being as an investment company.
The Board proposes to amend the Articles to remove this requirement and enable the Company to
continue as investment company until otherwise resolved by the shareholders.
Auditors
In accordance with Section 385 of the Companies Act 1985, a resolution proposing that Clement Keys
be re-appointed as auditors of the Company will be put to the annual general meeting.
BY ORDER OF THE BOARD
J.M. Davies
Secretary
2 Queen Anne's Gate Buildings
Dartmouth Street
LONDON
SW1H 9BP 7 April 2003
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF
8
ATHELNEY TRUST PLC
We have audited the financial statements of Athelney Trust plc for the year ended 31 December 2002, set out on
pages 9 to 19. These financial statements have been prepared under the historical cost convention as modified to
include fixed asset investments at valuation and the accounting policies set out on pages 12 and 13.
This report is made solely to the company's members, as a body, in accordance with Section 235 of the Companies
Act 1985. Our audit work has been undertaken so that we might state to the company's members those matters we
are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by the
law, we do not accept responsibility to anyone other than the company and the company's members as a body, for
our audit work , for this report , or for the opinions we have formed.
Respective responsibilities of directors and auditors
As described in the statement of Directors' Responsibilities the company's directors are responsible for the
preparation of the financial statements in accordance with applicable law and United Kingdom Accounting
Standards.
Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements
and United Kingdom Auditing Standards.
We report to you our opinion as to whether the financial statements give a true and fair view and are properly
prepared in accordance with the Companies Act 1985. We also report to you if,
in our opinion, the Directors'
Report is not consistent with the financial statements, if the company has not kept proper accounting records, if we
have not received all the information and explanations we require for our audit, or if information specified by law
regarding directors' remuneration and transactions with the Company is not disclosed.
We read other information contained in the Annual Report and consider whether it is consistent with the audited
financial statements. We consider the implications for our report if we become aware of any apparent misstatements
or material inconsistencies with the financial statements.
Basis of audit opinion
We conducted our audit in accordance with United Kingdom Auditing Standards issued by the Auditing Practices
Board. An audit includes an examination, on a test basis, of evidence relevant to the amounts and disclosures in the
financial statements.
It also includes an assessment of the significant estimates and judgements made by the
directors in the preparation of the financial statements and of whether the accounting policies are appropriate to the
company's circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we considered
necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements
are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion
we also evaluated the overall adequacy of the presentation of information in the financial statements.
Opinion
In our opinion the financial statements give a true and fair view of the state of affairs of the Company as at 31
December 2002 and of the revenue, total return and cash flows for the year then ended and have been properly
prepared in accordance with the provisions of the Companies Act 1985.
Clement Keys
Chartered Accountants
Registered Auditors
39 / 40 Calthorpe Road
Edgbaston
BIRMINGHAM
B15 1TS 7 April 2003
ATHELNEY TRUST PLC
STATEMENT OF TOTAL RETURN
(INCORPORATING THE REVENUE ACCOUNT)
FOR THE YEAR ENDED 31 DECEMBER 2002
9
31 December 2002
31 December 2001
(Losses) on investments
Income
Investment management expenses
Other expenses
Return on ordinary
activities before taxation
7
2
3
3
Note Revenue
Capital
Total
Revenue
£
-
£
£
(275,430)
(275,430)
£
-
Capital
as restated
£
Total
as restated
£
(9,071)
(9,071)
60,328
-
60,328
86,424
-
86,424
(10,868)
(10,869)
(21,737)
(9,071)
(9,070)
(18,141)
(33,532)
-
(33,532)
(34,406)
-
(34,406)
15,928
(286,299)
(270,371)
42,947
(18,141)
24,806
Taxation
5
8,179
63,485
71,664
7,342
3,573
10,915
Return on ordinary
activities after taxation
24,107
(222,814)
(198,707)
50,289
(14,568)
35,721
Dividend
6
(30,648)
-
(30,648)
(30,648)
-
(30,648)
Transfer (from) / to reserves
(6,541)
(222,814)
(229,355)
19,641
(14,568)
5,073
Return per ordinary share
1.3p
(12.3)p
(11.0)p
2.8p
(0.8)p
2.0p
Dividend per ordinary share
Final dividend
1.7p
1.7p
The revenue column of this statement is the profit and loss account for the Company.
All revenue and capital items in the above statement derive from continuing operations.
No operations were acquired or discontinued during the above financial years.
A statement of movements of reserves is given in note 12.
The notes on pages 12 to 19 form part of these financial statements.
ATHELNEY TRUST PLC
BALANCE SHEET AS AT 31 DECEMBER 2002
10
Fixed assets
Investments
Current assets
Debtors
Cash at bank and in hand
Note
2002
£
2001
as restated
£
7
1,497,461
1,798,443
8
54,241
60,144
114,385
15,535
112,457
127,992
(54,067)
73,925
Creditors: amounts falling due within one year
9
(40,833)
Net current assets
73,552
Total assets less current liabilities
1,571,013
1,872,368
Provisions for liabilities and charges
10
(71,000)
(143,000)
Net assets
1,500,013
1,729,368
Capital and reserves
Called up share capital
Share premium account
Other reserves - non distributable
Capital reserve - realised
Capital reserve - unrealised
Revenue reserve
Shareholders' funds
11
12
12
12
12
13
450,700
405,605
248,817
373,399
21,492
450,700
405,605
204,361
640,669
28,033
1,500,013
1,729,368
Net asset value per share
83.2p
95.9p
Approved by the board of directors on 7 April 2003.
………………………………..
R.G.Boyle
The notes on pages 12 to 19 form part of these financial statements.
ATHELNEY TRUST PLC
CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2002
11
Net cash (outflow) / inflow from
operating activities
Servicing of finance
Dividends paid
2002
2001
£
£
£
£
(487)
38,369
(30,648)
(28,845)
Net cash (outflow) from servicing of finance
(30,648)
(28,845)
Taxation
Corporation tax paid
Investing activities
Purchases of investments
Sales of investments
(8,009)
(51)
(359,428)
346,259
(554,529)
553,083
Net cash (outflow) from investing
activities
(Decrease) / increase in cash in the year
Reconciliation of operating net revenue to
net cash (outflow) inflow from operating activities
Revenue on ordinary activities before taxation
Decrease in debtors
(Decrease) / increase in creditors
Management expenses charged to capital
Analysis of net debt
Cash at bank and in hand
(13,169)
(52,313)
£
15,928
15
(5,561)
(10,869)
(487)
2001
£
112,457
(1,446)
8,027
£
42,947
890
3,602
(9,070)
38,369
Cashflow
£
(52,313)
2002
£
60,144
The notes on pages 12 to 19 form part of these financial statements.
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
12
1. Accounting policies
1.1 Basis of Preparation of Financial Statements
The financial statements are prepared under the historical cost convention modified to include fixed asset
investments at valuation.
The financial statements are prepared in accordance with applicable accounting standards and, unless
otherwise stated, the provisions of the Statement of Recommended Practice in 'Financial Statements of
Investment Trust Companies' (SORP) currently in effect.
1.2 Income
Income from investments including taxes deducted at source is recognised as income on the date the
dividend is due for payment. Franked investment income is reported net of tax credits in accordance with
Financial Reporting Standard 16 'Current Tax'. Interest is dealt with on an accruals basis.
1.3 Expenses
Expenses (including VAT) and interest payable are dealt with on an accruals basis and charged through
the Revenue Account.
1.4 Investment management fee
in line with the
The investment management fee has been allocated 50% to revenue and 50% to capital,
Board's expected long term split of returns, in the form of income and capital gains respectively, from the
investment portfolio.
1.5 Investments
Listed investments comprise those listed on the London Stock Exchange. Profits and losses on sales of
investments are taken to realised capital reserve. Any unrealised appreciation or depreciation is taken to
unrealised capital reserve.
The Company's investments have been valued according to the following rules:-
(i) Where bid and offer prices are quoted by a market maker in such securities
on the valuation date, investments have been valued on the basis of the middle market price.
(ii) Where no spread is available, investments have been valued on the basis of the average
of the dealing prices recorded by a market maker for such securities on the valuation
date or, in the absence of any dealings on that date, at the average of such dealing prices
on the latest practicable day prior to the valuation date.
1.6 Taxation
The tax effect of different items of income and expenses is allocated between capital and revenue on the
same basis as the particular item to which it relates, using the Company's effective rate of tax for the year.
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
13
1. Accounting policies (continued)
1.7 Deferred taxation
The company has adopted Financial Reporting Standard 19 in the year. Deferred
taxation is provided in respect of all future obligations to pay additional tax arising
as a result of past events. Tax is provided at the latest known rates on all timing
differences. Deferred tax assets and liabilities are not discounted.
1.8 Capital reserves
Capital reserve- Realised
Gains and losses on realisations of fixed asset investments are dealt with in this reserve.
Capital reserve- Unrealised
Increases and decreases in the valuations of fixed asset investments are dealt with in
this reserve.
2. Income
Income from investments
Franked investment income
Foreign dividends
Other income
Bank interest
Other interest
Total income
Income from investments
UK listed investments
AIM investments
Other investments
2002
£
58,416
-
58,416
1,900
12
60,328
£
42,159
11,039
5,218
58,416
2001
£
79,659
1,270
80,929
5,495
-
86,424
£
38,451
38,205
4,273
80,929
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
14
3. Return on ordinary activities before taxation
The following amounts (inclusive of VAT) are included
within management and other expenses:-
Directors' remuneration:-
- Services as a director
- Otherwise in connection with management
Auditors' remuneration:-
- Audit Services
- Non audit services
4. Employees
The only employees during the year were the directors.
Costs in respect of these directors:-
Wages and salaries
Social security costs
2002
£
2001
£
7,997
20,000
6,466
810
2002
£
20,000
1,821
21,821
6,000
16,000
6,404
6,858
2001
£
16,000
1,378
17,378
5. Taxation
2002
2001
Revenue Capital
Total Revenue
Capital
Total
(i) The tax charge for the year is
based on the profit for the year
Corporation tax
Tax relief on management expenses
charged to income
Adjustment in respect of previous
years
Deferred taxation
£
-
£
£
£
£
£
412
412
-
8,085
8,085
(8,179)
8,179
-
(7,342)
7,342
-
-
-
(76)
(72,000)
(76)
(72,000)
-
-
-
(19,000)
-
(19,000)
(8,179)
(63,485)
(71,664)
(7,342)
(3,573)
(10,915)
The deferred taxation figures for 2001 are restated in accordance with the requirements of Financial
Reporting Standard 19.
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
15
5. Taxation (continued)
2002
£
2001
£
(ii) Factors affecting the tax charge for the year
The tax charge for the period is lower than the average small company rate of
corporation tax in the UK (19.25 per cent). The differences are explained below:
Total return on ordinary activities before tax
(270,371)
24,806
Total return on ordinary activities multiplied by the
average small company rate of corporation tax 19.25%
(2001: 20%)
Effects of:
Franked investment income not taxable
Revaluation of shares not tax deductible
Indexation relief for capital gains
Other
Current tax charge for the year
(52,046)
4,961
(11,245)
65,309
(1,628)
22
412
(15,932)
20,828
(1,874)
102
8,085
6. Dividend
Final proposed dividend of 1.7p (2001 -1.7p) per share.
2002
£
30,648
2001
£
30,648
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
16
7. Investments
Movements in year
Valuation at beginning of year
Purchases at cost
Sales - proceeds
- realised gains on sales
(Decrease) in unrealised appreciation
Valuation at end of year
Book cost at end of year
Unrealised appreciation at the end of the year
UK Listed
AIM
Unlisted
(Losses) / gains on investment
Realised gains on sales
(Decrease) in unrealised appreciation
8. Debtors
Amounts falling due within one year:
Other debtors
2002
£
1,798,443
242,123
(267,675)
63,840
(339,270)
1,497,461
£
1,053,062
444,399
1,497,461
1,001,895
340,979
154,587
1,497,461
2002
£
63,840
(339,270)
(275,430)
2002
£
54,241
2001
£
1,788,046
649,806
(630,338)
95,069
(104,140)
1,798,443
£
1,014,774
783,669
1,798,443
1,323,676
354,319
120,448
1,798,443
2001
£
95,069
(104,140)
(9,071)
2001
£
15,535
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
17
9. Creditors: amounts falling due within one year
Corporation tax
Social security and other taxes
Other creditors
Proposed dividend
Accruals and deferred income
2002
£
412
1,682
554
30,648
7,537
40,833
2001
£
8,085
1,080
939
30,648
13,315
54,067
10. Deferred taxation
2002
2001
Provided
£
Not
Provided
£
Provided
£
Not
Provided
£
Tax on unrealised gains net of losses
71,000
71,000
-
-
143,000
143,000
-
-
Balance at beginning of year
(as restated)
Credit to profit and loss account
Balance at end of year
2002
£
143,000
(72,000)
71,000
2001
£
162,000
(19,000)
143,000
The provision for deferred taxation has been restated in accordance with the
requirements of Financial Reporting Standard 19. Tax is provided at the latest known
rates on all taxable gains net of losses which would arise if investments were sold at the
market value included in the balance sheet at the end of the financial year.
11. Called up share capital
Authorised
10,000,000 Ordinary shares of 25p each
Allotted, called up and fully paid
1,802,802 Ordinary shares of 25p each
2002
£
2001
£
2,500,000
2,500,000
£
£
450,700
450,700
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
18
12. Reserves
Share
premium
account
£
405,605
-
-
-
-
-
2002
Capital
Capital
reserve
reserve
realised unrealised
£
640,669
£
204,361
63,840
-
(10,869)
(8,515)
-
-
(339,270)
-
72,000
-
Revenue
reserve
£
28,033
-
-
-
-
(6,541)
Balance at beginning of year
Net gain on realisation of investments
(Decrease) in unrealised appreciation
Management charge allocated to capital
Corporation tax
Retained loss for the year
Balance at end of year
405,605
248,817
373,399
21,492
The opening unrealised capital reserve is restated in accordance with Financial Reporting
Standard 19. Deferred tax of £143,000 has been provided in accordance with that Standard.
13. Reconciliation of movement on shareholders' funds
Retained net revenue for the year after taxation
Dividend
Total recognised (losses) for the year
Shareholders' funds at beginning of year
(as restated)
2002
£
24,107
(30,648)
(6,541)
(222,814)
(229,355)
1,729,368
2001
£
50,289
(30,648)
19,641
(14,568)
5,073
1,724,295
Shareholders' funds at end of year
1,500,013
1,729,368
ATHELNEY TRUST PLC
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2002
19
14. Risk management, financial assets and liabilities
The following information is given in accordance with Financial Reporting Standard 13.
Risk management
The major risks associated with the Company are market and liquidity risk. The Company
has established a framework for managing these risks. The directors have guidelines
for the management of investments and financial instruments.
Market risk arises from changes in interest rates, valuations awarded to equities, movements
in prices and the liquidity of financial instruments.
The Company's portfolio is invested in UK securities.
Financial assets and liabilities
The Company's financial instruments comprise equity investments, cash balances and
debtors and creditors that arise directly from its operations, for example, in respect of
sales and purchases awaiting settlement. Short term debtors and creditors are excluded
from disclosure as allowed by FRS 13.
Fixed asset investments (see note 7) are valued at middle market prices which equate
to their fair values. The fair values of all other assets and liabilities are represented by
their carrying values in the balance sheet.
20
ATHELNEY TRUST PLC
OFFICERS AND FINANCIAL ADVISORS
Directors:
Secretary:
Registered Office:
Nominated Adviser:
Nominated Broker:
Auditor:
Banker:
Registrar:
H.B. Deschampsneufs (Chairman)
R.G. Boyle
D.A. Horner
J.M.Davies
9 Limes Road
Beckenham
Kent, BR3 6NS
2 Queen Anne's Gate Buildings
Dartmouth Street
London, SW1H 9BP
Noble & Company Limited
76 George Street
Edinburgh, EH2 3BU
Spiers & Jeffrey Limited
36 Renfield Street
Glasgow, G2 1NA
Clement Keys
39 /40 Calthorpe Road
Edgbaston
Birmingham, B15 1TS
The Royal Bank of Scotland plc
London City Office
62/63 Threadneedle Street
London City Office, EC2R 8LA
Park Circus Registrars Limited
James Sellar's House
2nd Floor
144 West George Street
Glasgow, G2 2HG
Company Number:
2933559
ATHELNEY TRUST PLC
NOTICE OF ANNUAL GENERAL MEETING
21
NOTICE IS HEREBY GIVEN that the ninth Annual General Meeting of the Company
will be held at 2 Queen Anne's Gate Buildings, Dartmouth Street, London SW1H 9BP on
Wednesday 14 May 2003 at 4.30 pm for the following purposes:
As Ordinary Business
1. To receive and adopt the Company's Accounts and the Reports of the Directors
and the Auditors for the year ended 31 December 2002.
2. To declare a final dividend of 1.7p per ordinary share. It is intended that dividend
cheques in respect of the final dividend will be posted on Monday 19 May 2003
to all shareholders on the register of members at close of business on Tuesday 22 April
2003.
3. To approve the remuneration of the Directors
4. To re-elect Mr H.B. Deschampsneufs as a Director of the Company.
5. To re-appoint Clement Keys as Auditors and to authorise the Directors to fix
their remuneration.
As Special Business
To consider, and if thought fit, to pass the following resolution which will be proposed as
a special resolution:
6.
That the Articles of Association of the Company be and hereby are amended as follows:
(a) by the deletion of paragraphs (i) and (ii) of Article 154 headed 'Duration and
Winding up of the Company'
(b) by the deletion of the words 'Duration and ' from the heading of Article 154; and
(c) by the renumbering of Article 154 headed Indemnity' as Article 155 and the
renumbering of the subsequent Articles accordingly.
By Order of the Board
J.M.Davies
Secretary
7 April 2003
Registered Office: 2 Queen Anne's Gate Buildings, Dartmouth Street, London, SW1H 9BP
NOTES
(i) A member entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and vote in
his/her stead. A proxy need not be a member of the Company. A form of proxy is enclosed with this Notice
for use at the Meeting. To be valid, completed forms of proxy (together with any Power of Attorney or other
authority under which it is executed or duly certified copy of any such Power or authority) must be deposited
at the Company's Registered Office not less than 48 hours before the time fixed for the Meeting.
Completion and return of a form of proxy will not prevent the member from attending and voting at the
Meeting in person.
(ii) The register of Directors' interests kept in accordance with Section 325 of the Companies Act 1985 and
copies of Directors' service contracts will be available for inspection during normal business hours at the
Company's Registered Office from the date of this Notice until the date of the Meeting.