Helical Annual Report 2009

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FY2009 Annual Report · Helical

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Asset management

Retirement villages

Overseas development

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Outsourcing

Office development

Retail development

Helical Bar is a property development and
investment group. We create shareholder
value through a wide variety of high margin
activities with property investment at our
core. Whilst a profit centre in its own right,
property investment provides a stable
income stream to cover all our overheads
and interest costs. Our spread of activities
gives us the flexibility to deploy capital
rapidly across our business and focus on
whatever opportunities offer the best returns
at different points of the property cycle.

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Financial highlights

Profit before tax, property
write-downs and investments gains

Diluted EPRA
earnings per share

Final dividend
per share

Diluted EPRA net asset value
per share

£16.2m1

12.8p

2.75p

286p

1 Pre-tax loss as adjusted for property write-downs and investment gains (see Results for the year section of the

Financial Review on page 23).

Performance indicators

Total shareholder return

Total Returns

Helical Bar plc

UK Equity Market

Listed Real Estate Sector Index

Direct Property – monthly data

1 year
%pa

(22.3)

(29.3)

(62.2)

(25.5)

Performance measured over

3 years
%pa

5 years
%pa

10 years
%pa

15 years
%pa

20 years
%pa

(9.0)

(10.2)

(32.4)

(8.4)

12.2

1.4

(10.4)

1.9

14.6

14.9

13.1

(0.7)

(0.8)

6.3

5.0

2.0

7.5

6.9

1.4

6.9

25 years*

%pa

28.6

8.0

4.3

7.5

Source: Hewitt New Bridge Street/Thomson Financial
*Growth in UK Equity Markets, Listed Real Estate Sector Index and Direct Property since inception (1 January 1986, 1 January 1986 and
December 1986 respectively).

Total shareholder return measures the return to shareholders from share price movements
and dividend income and is used to compare returns between companies listed on the
London Stock Exchange.

IPD (all monthly and quarterly valued funds) ungeared returns

Total Returns

Helical

IPD Benchmark

Helical’s percentile rank

Source: Investment Property Databank

1 year
%pa

(6.3)

(25.8)

3 years
%pa

Annualised over
5 years
%pa

10 years
%pa

19 years
%pa

5.5

(7.8)

13.6

15.0

16.1

2.1

6.2

6.4

“0”= top ranked fund

Note: excludes the surplus but includes writedowns arising from the directors’ valuation of trading
and development stock.

The Investment Property Databank (“IPD”) produces a number of independent benchmarks
which are regarded as the main indices of unleveraged commercial property returns.

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Chairman’s statement

The year to 31 March 2009 has been one of the most
tumultuous periods in the last century with the global
banking crisis and wider economic woes creating
unprecedented problems for the property sector.
Falling capital values, falling rental values and severe
constraints on borrowing have been the backdrop
against which companies in the property sector
have operated.
Helical has weathered this storm well, having degeared
in previous years and retained only those assets where
there was potential to add value. Whilst this potential
has been adversely affected in the short term and
values have fallen, the Group has performed well
compared to its peers and retained the support of
investors, as shown by the successful placing of 9.7m
shares in January 2009 at 285p per share, raising
£26.4m net of costs to invest in the market.

Results
The profit before tax, property write-downs and
investment gains increased to £16.2m (2008: £8.9m).
Development profits, before stock write downs,
increased to £15.6m (2008: £6.5m). There was a
trading loss of £0.5m (2008: nil) and an increased
contribution from the Group’s share in the results
of joint ventures of £1.8m (2008: loss £0.1m).
However, write-downs of trading and development
stock of £23.3m are set against these profits. Net
rental income rose to £17.7m (2008: £16.4m).

Administration costs reduced from £13.7m to £8.1m
with the costs of share awards and performance
related bonuses substantially lower at £0.7m (2008:
£6.8m). Net finance costs before capitalised interest
increased from £9.7m to £14.5m due to a higher
average level of borrowings during the year. Capitalised
interest reduced to £6.9m from £9.3m. The loss on
mark to market valuation of the Group’s financial
instruments was £13.4m (2008: £1.3m). The Group
benefitted from currency movements with a foreign
exchange gain of £4.0m (2008: £1.9m) on its
Polish operations.

Valuation yields on our investment portfolio rose by
180 (2008: 90) basis points, which was in line with
the market and this caused a fall in values of 25.7%
(2008: 11.3%) reflected as a loss on revaluation of
£68.0m (2008: £32.6m). A gain on sale of investment
properties of £1.3m compares with a loss of £0.2m
in the previous year.

Diluted loss per share was 56.6p (2008: 13.5p) and
diluted EPRA earnings per share were 12.8p (2008:
11.6p).

The Group’s diluted EPRA net asset value per share
fell by 19% to 286p (2008: 352p). The directors’
valuation of trading and development stock showed
a surplus of £45m (2008: £43m) and excluding this
surplus the adjusted diluted net asset value per
share fell by 21% to 242p (2008: 306p).

In view of the continuing uncertain economic outlook
the Board is recommending to shareholders that the
final dividend is maintained at the same level as the
last two years at 2.75p per share. Under IFRS dividends
are accounted for once approved and, as a consequence,
this final dividend is not reflected in these accounts.
However, taken with the interim dividend paid in
December 2008 of 1.75p (2008: 1.75p) it represents
an unchanged total dividend of 4.50p (2008: 4.50p).

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Financing
A primary task of your directors during the year has
been to put financing in place to ensure the business is
well positioned to continue its activities and to enable
the Group to take advantage of opportunities that become
available as a result of the economic turmoil.

In the year to 31 March 2009 Helical has drawn down
£81.5m of new secured bank loans and £11.7m under
existing bank facilities, extending £27.6m and repaying
£8.7m of loans due to expire during the year.

At 31 March 2009 the Group had net borrowings
of £224.7m (2008: £205.5m) and gross property
values of £497.2m (2008: £532.3m). The ratio of
net borrowings to the value of the property portfolio
(including directors’ valuation of stock) was 45.2%
(2008: 38.6%). Net debt to equity gearing at 31
March 2009 was 95% (2008: 76%).

At 31 March 2009, the Group had £147.9m (2008:
£87.7m) of fixed rate borrowings with an average
effective interest rate of 6.31% (2008: 6.33%) and an
average length of 3.2 years (2008: 3.4 years) and
£110m of interest rate caps at an average of 6.73%
(2008: 7%). In addition the Group had a £30m floor
at 4.50% until 2013.

Banking covenants
Each bank loan is secured on individual properties
in separate companies, although in almost every
case the parent company, Helical Bar plc, is a guarantor
of the loans. Loan to value covenants range from
60% to 85% and income covenants from 1.00 to
1.40 of rent as a proportion of interest. At 31 March
2009 there were no breaches of these covenants.

The Directors regularly stress test the portfolio with
scenario planning to ensure that the Group can stay
within its banking covenants allowing for recent and
future potential falls in value. Covenants are monitored
continuously and where potential breaches are
anticipated, the Group has recourse to cure rights to
avert such breaches by the placing of deposits with
lenders or partial loan repayment. Since 31 March
2009 the Group has renegotiated the terms of £134m
of secured loans repaying £28m and removing loan
to value covenants for between two and three years.
The Group will continue to monitor the loan to value
covenants on the remaining secured loans, together
with all income covenants. The Group’s significant cash
balances put it in a position to remedy any potential
breach for the foreseeable future.

Placing
In January 2009, Helical issued 9,735,100 ordinary
1p shares at 285p per share, raising £26.4m net of
costs. The Group was delighted that over 40 institutional
investors participated in this Placing, including many
new shareholders. The Placing was also supported
by the Group’s management with each director and
senior employee participating with a total
management investment of over £1m.

The Board
Further to the announcement on 1 May 2009,
Mike Brown formally stepped down from the Board
on 4 June 2009 to pursue other interests and will
leave the Group at the end of June 2009. In Michael
Slade we have an outstanding Chief Executive who
remains committed to running the Group for many
years to come. Helical has a highly experienced senior
management team, comprising long-serving executives
Nigel McNair Scott, Gerald Kaye, Matthew
Bonning-Snook and Jack Pitman who, alongside
Michael Slade, have collectively worked at the Group
for 86 years, an average of over 17 years each.

Outlook
It is to be hoped that the next twelve months mark
the bottom of the economic recession but any recovery
will take time and there will be casualties along the
way. Helical will concentrate on making progress
with its diverse range of investment properties,
planning and development projects. With a strong
balance sheet, well-established partnerships and the
broad expertise and skills of our management team,
we are extremely well positioned to take advantage
of opportunities in the market to create future
shareholder value when the market stabilises.

Giles Weaver
Chairman

19 June 2009

06 Chief Executive’s

statement

In the year to 31 March 2009 commercial property values
across all sectors fell by over 30%, whether measured by
the Investment Property Databank (“IPD”) or CBRE
Indices. From their peak in June 2007 capital values have
fallen by over 40% on both indices. I am particularly
pleased to note that our ungeared total return over the
financial year was -6.3% compared to the IPD Benchmark
of -25.8% placing us in the first percentile of performance
over 1, 3, 10 and indeed the 19 years we have measured
ourselves against the Benchmark.

There is now mounting evidence that the pace of decline
is slowing. Monthly falls of 6% in the IPD index in
November and December slowed to 3% in each of
January, February and March and 2% in April. The IPD
equivalent yield of 9.3% in April is now well above long
term trends and was only materially higher in 1990 –
1993 when interest rates were in double figures.

The investment market for well let properties has
improved markedly in recent weeks, but some secondary
properties are likely to continue to decline in tandem with
the fall in rental values. It is worth remembering that
the recovery from the last major property downturn took
place in 1993 at a time when rents were still declining.
As the recent stock market bounce demonstrates,
capital markets move in anticipation of events and,
even though rents will continue to fall, we expect the
property market to find a floor and start to recover
within the next twelve months.

At a time of such economic uncertainty it is always
easy to see the downside risks but lose sight of the
opportunities provided when assets are priced at
cyclical lows. All the ingredients are coming into place
for sustained recovery, similar to that which followed
the difficulties of the 1970s and early 1990s, and
we have positioned our business to benefit from this.

Well let properties may be the most defensive but there
is more upside on risk assets and this is where Helical
is now concentrating its efforts. Looking forward, Helical
is confident that we will see great value emerge. We
have the firepower from the recent Placing, the backing
of our US partner and others and internally generated
resources to take full advantage of the opportunities.

The market’s focus is either on corporate survival,
on the one hand, or buying opportunities on the other.
With no material legacy issues and our track record,
we are able to concentrate on high quality and very
profitable business. Helical has significant upside in
the existing portfolio of projects, particularly from our
trading and development activities, which it should be
noted have been aggressively written down this year.
We are particularly enthusiastic about our out-of-town
retail schemes in Poland, food store developments,
retirement village projects, student accommodation
developments and our Government office
campus schemes.

Management team
I would like to thank Mike Brown for his contribution
to Helical’s success over the last 12 years and wish
him well in the future. I do not see any need to replace
Mike as the existing property team of Gerald Kaye,
Matthew Bonning-Snook, Jack Pitman and I, ably
supported below Board level by John Inwood and
Duncan Walker, have the breadth of experience and
skills to continue the success of the last 25 years
whilst I have been at the helm of this Group.

Michael Slade
Chief Executive

Our portfolio - how we commit our capital

London
offices
%

Provincial
offices
%

In town Out of town
retail
%

retail
%

Industrial
%

Change Retirement
villages
%

of use
%

Investment

Trading and development

Total

26.4

0.2

26.6

2.6

4.2

6.8

11.0

2.3

13.3

3.4

12.6

16.0

5.9

11.0

16.9

–

15.1

0.3

5.0

5.3

Note: excludes the surplus arising from the directors’ valuation of trading and development stock.

Total
%

49.6

50.4

100.0

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Business review

Our goals
Our overriding long term strategy is to make excellent
returns for our shareholders through a broadly based,
diversified property business, which has access to a
very wide range of opportunities.

We do this with a small, long serving management
team who have a significant proportion of their own
wealth invested in a 17% stake in the Group and have
no competing interests. We try to keep execution risk
to a minimum, working with first rate joint venture
partners when we move into new areas of property
business.

Planning
We are specialists in unlocking value by obtaining
planning consents for more valuable uses. The table
below shows some of the changes of use we have
achieved over the last few years.

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Change of use

trade counter

industrial

leisure

residential

hotel

car showroom

retail
warehouse

student
accommodation

retirement
accommodation

offices

retail

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Our approach
Our spread of activities gives us the flexibility to
deploy capital rapidly across our business and focus
on whatever opportunities offer the best returns at
different points of the property cycle

Mixed use development
In Wolverhampton we have converted a disused railway
station into a casino and sold a site for student housing
having previously disposed of land parcels for residential,
hotel, car showroom and a public house.

We have a development agreement with the London
Borough of Hammersmith & Fulham in partnership
with residential specialist Grainger plc to provide a
scheme of 120,000 sq.ft. new civic offices, a food
store, restaurants and 300 flats.

At Parkgate, Shirley we are finalising land assembly
for an 80,000 sq.ft. Asda supermarket with 70,000
sq.ft. of retail and 100 residential units.

At Amen Corner, Bracknell, we are making good progress
in planning terms on the site’s allocation for residential
use but a deterioration in market conditions has resulted
in site assembly issues which we continue to address.

Change of use
We continue to work with the London Borough of
Hammersmith and Fulham and the GLA in the production
of an Opportunity Area Planning Framework for White
City which will set out a blueprint for the area’s potential.
The aspiration for us and our landowning consortium
(Aviva, M&S, BBC and Land Securities) is a major
mixed use scheme east of Wood Lane, London W12
incorporating some 4.5m sq.ft. of residential and
commercial floorspace with a creative industries bias.
The ownership interests of our consortium lie immediately
opposite BBC Television Centre and just north of
Westfield’s new shopping centre.

Helical entered into a joint venture with National Grid
UK Pension Scheme where we sought to pursue a
change of use, in planning terms, of an existing
industrial estate, at Vauxhall, London SW8, to a
Thameside residential led scheme. Good progress was
made and the site sold in June 2008 for £80m. The
final stage payment is due at the end of June 2009.

Retail development
We are currently focusing on our retail developments
in Poland where we have circa 100,000 sq.m
(1.1m sq.ft.). of development planned in three projects.
We have completed our first scheme in Wroclaw of
9,600 sq.m.(103,000 sq.ft.) which is fully let. In Opole,
site enabling works have commenced on our 38,000
sq.m. (409,000 sq.ft.) scheme anchored by Carrefour
and Praktiker with funding from Standard Life. Our
largest scheme at Gliwice is 50,000 sq.m. (538,000
sq.ft.) and 40% is currently preleased with commitments
from Carrefour, Castorama, Media Expert and site
preparation is well under way. In total we have let
55,550 sq.m. (598,000 sq.ft.) with 18,250 sq.m.
(196,000 sq.ft.) in lawyers hands and 9,500 sq.m.
(102,000 sq.ft.) in negotiation.

Office development
We are acting as development managers for the new
320,000 sq.ft. Man Group HQ at Riverbank House in
the City for City of London and Pace Investments. In
the West End we have completed the refurbishment
of Clareville House, SW1 which comprises 35,000
sq.ft. of offices and 23,000 sq.ft. of leisure and
restaurant space for National Grid UK Pension
Scheme.

At Mitre Square, EC3 we are preparing a revised
planning application for a smaller scheme of circa
275,000 sq.ft. of offices.

Office refurbishment
In Battersea we have just completed a new 50,000
sq.ft. phase 2. This follows the conversion of an empty
TV studio into offices with a communal bar and meeting
space which is now fully let to over 20 different
businesses. Three of our investment properties, Rex
House, SW1, Shepherds Building, W12 and 61
Southwark Street, SE1 represent over £90m of
buildings that we have refurbished in the past and
retained for their growth potential. Our total London
holdings comprise circa 440,000 sq.ft. of offices let
to 72 tenants generating a rent roll of £10.5 million,
an average of just £27 per sq.ft. and an ERV of
£12.4m, £28 per sq.ft.

Governetz
Our Helical Governetz joint venture is proving most
exciting with potential demand for space of several
million sq.ft. spread between our three schemes at
Waverley, Keele and Newport. A number of further
campuses are in negotiation with an aim to provide
in excess of 4m sq.ft. of supply over a period of time.
The Government should be a major driver of occupier
demand during these difficult times and, equally
importantly, one of the few covenants readily fundable
with our institutional partners. Whilst these initiatives
will take time to come to fruition they will be a major
plank of our future business.

Quotient
In January 2007 we acquired a research facility near
Newmarket in a joint venture with the majority
shareholder of Quotient who occupy the buildings. As
part of the transaction we acquired a minority stake in
Quotient, a fast growing biosciences company. During
the year we sold a tenth of our shareholding and
recovered the cost of our initial stake, leaving us
with a 22% holding in the Company.

Student accommodation
Completion of the sale of our site at Fieldgate Street,
London, E1, which has planning consent for 340
student rooms, is due in August 2009. At 200 Great
Dover Street, London, SE1, currently an investment
property, let to Conoco Phillips until June 2011, we
are at detailed planning negotiation stage for a new
development of 35,000 sq.ft. of offices and 290
student rooms. Other schemes
are under consideration.

lndustrial development
In partnership with Chancerygate and Quadrant we
have built 120 units totalling over 570,000 sq.ft. for
onward sale to owner occupiers at two sites in Oxford
as well as at Southampton, Southall (West London)
and Hailsham. We have let or sold 46 of these units
(300,000 sq.ft.), realising £35m. These schemes
include sales of parcels of land for car showrooms,
builders merchants and self-storage uses and the
development of trade counter schemes.

Retirement villages
We continue to be a major supplier of retirement
village schemes. Our successful scheme at Cawston,
Rugby is now in its final stages and we retain a further
40 acres for future development. At Bramshott Place,
Liphook we have built a 51 unit first phase and have
sold eight units with reservations on 18, leaving 25
available. Schemes at Horsham (156 units) and
Cambridge (101 units) have now received planning
consent and we look to commence development next
year. Further projects in Exeter and Great Alne,
Warwickshire are the subject of recent planning
applications.

Despite the slowdown in the new build housing
market, we are very pleased with the reception
the villages receive in the market.

Outsourcing
The market positioning of The Asset Factor in property
services outsourcing is an attractive one as an increasing
number of organisations look to save cost and meet
increasingly demanding compliance issues as the
economic downturn continues.

The principal Asset Factor venture, NB Entrust (a joint
venture with NB Real Estate), two years after our
major repositioning exercise, is now trading profitably
and growing strongly and should be a major winner
from this market trend. Similarly the commercialisation
business, Asset Space, is well placed to grow as an
incremental cash generating service for property
owners.

A new joint venture with Integral in the facilities
management sector (Mobius Support Services)
and the existing managed help desk service (Asset
OnCall) should also benefit from the market’s focus
on costs.

Our service project in Reading has faced pressure on
market rates but has now achieved sustainable
occupancy albeit at a lower rate than originally
budgeted.

8
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Portfolio statistics

Investment portfolio

Valuation movements

Sector

Offices

Retail

Industrial

All

Valuation yields

Sector

Offices

Retail

Industrial

All

Valuation
Decrease

20.9%

32.3%

29.7%

25.7%

On letting
voids

9.4%

7.9%

10.3%

9.1%

Initial

8.2%

7.1%

6.5%

7.7%

Rise in equivalent yield over

Weighting

60%

28%

12%

On rack
rental
value

9.7%

8.3%

10.5%

9.4%

1 year

+150bp

+240bp

+180bp

Equivalent

8.7%

8.2%

9.6%

8.6%

2 years

+270bp

+320bp

+220bp

+270bp

True
equivalent

9.1%

8.6%

10.1%

9.0%

Average
unexpired
lease term

5.2

8.2

5.2

6.0

2012

17.4%

Capital values, vacancy rates and lease terms

Sector

Offices

Retail

Industrial

All

Lease expiries and tenant break options in:

Percentage of rent roll

Number of leases

Average rent per lease

Capital value
psf

Vacancy
rate

£267

£229

£36

£148

2010

4.7%

12%

27%

12%

2011

22.9%

2009

4.8%

£37,600

£28,800

£76,300

£82,900

Development and trading portfolio

Project Type

Change of use

Industrial development for freehold sales

Retirement village development

Office development

Retail development (Helical Poland)

Others – mainly mixed use development

Total

Contributions from joint venture
partners to writedowns

Total writedown

Book
cost
£m

240

Write
down
£m

–

(7)

Valuation
changes

Written
down
book cost
£m

Directors’
valuation
£m

Surplus
over
book cost
£m

210

255

–

-15%

-20%

–

-14%

–

-33%

-12%

-10%

Basis of valuation – the Directors’ valuation of the properties is based on current site values.

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Property portfolio

Ongoing projects

Mixed use developments
C4.1, Milton Keynes

Description
110,000 sq.ft. Sainsbury’s completed and sold. 440 residential units (forward sold).
35,000 sq.ft. of retail and offices

Trinity Square, Nottingham

180,000 sq.ft. retail – tenants include Borders, TK Maxx, Dixons, Waitrose.
700 student units. Forward funded and sold to Morley for over £100m. Completed

King Street, Hammersmith

Selected as Development Partner to Hammersmith & Fulham Borough Council.
Joint venture with Grainger plc. Scheme comprises new civic offices (120,000 sq.ft.),
food store, restaurants/retail, and 300 flats with a bridge linking to the River Thames.
Application to be submitted May 2010

Amen Corner, Bracknell

Land and options held for a gateway residential led/mixed use development off the A329M

Bluebrick, Wolverhampton

11 acre site. Individual land sales completed for 208 flats, 20,000 sq.ft. showroom,
88 bed hotel, 7,000 sq.ft. pub. Refurbishment completed of listed building for casino use.
Further 1.5 acres sold for student housing

Leisure Plaza, Milton Keynes

Planning consent gained for 165,000 sq.ft. retail store, 65,000 sq.ft. casino,
50,000 sq.ft. ice rink, plus a further 25,000 sq.ft. of leisure

Parkgate, Shirley, Birmingham

70,000 sq.ft. retail plus Asda (80,000 sq.ft. supermarket). 100 residential units.
Site assembly underway

Hagley Road West,
Quinton, Birmingham

16,000 sq.ft. retail plus 15 residential units

Helical share
50%/D

65%/D

50%/D

100%/D

75%/D

50%/D

75%/D

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Projects with change of use potential
White City, London W12

Description
Opportunity Area Planning Framework being progressed for
4.5 million sq.ft. of commercial and residential on 33 acres

Vauxhall, London SW8

Site sold and profit share in our joint venture with National Grid UK
Pension Scheme partly paid with final payment due June 2009

Fieldgate Street, London E1

Planning consent obtained for 14,000 sq.ft. of retail and
340 student residential units and 9 residential flats

St Loye’s College, Exeter

18 acre site currently used as a college. Potential for retirement village use,
planning application to be submitted for 240 units

Ely Road, Milton, Cambridge

32,000 sq.ft. of industrial on 20 acres. Planning consent granted during year for
101 unit retirement village

Maudslay Park, Great Alne

314,000 sq.ft. industrial estate on a 20 acre site with potential for up to 175
retirement home units

Helical share
Consortium landowner
& development manager/D

Profit Share/D

67%/D

90%/D

Cherry Tree Yard, Faygate,
Horsham

Former saw mill on 15 acres. Planning consent granted for 156 retirement home units

90%/D

Thanet Way, Whitstable

80,000 sq.ft. of industrial on 6 acres with potential for 236 residential units

Arleston, Telford

19 acre green field site with residential potential

Winterhill, Milton Keynes

28,000 sq.ft. of warehouses and offices with trade counter consent
and retail warehouse potential

Cawston, Rugby

32 acre green field site with residential potential

90%/D

50%/I

30%/D

I – Investment D – Development T – Trading

Office developments
Riverbank House, London EC4

Description
320,000 sq.ft. pre-let to Man Group. Under construction

Clareville House, London SW1

Refurbishment of 35,000 sq.ft. offices plus 23,000 sq.ft. of restaurant,
nightclub and retail. Completed February 2009

Battersea Studios, London SW8
(Phase 2)

50,000 sq.ft. new office development. Completed December 2008

The Hub at Pacific Quay,
Glasgow

60,000 sq.ft. new office development. 40% pre-let to Glasgow School of Art and
other media tenants. Completed early 2009

Mitre Square, London EC3

275,000 sq.ft. Planning application to be made

Forestgate, Crawley

Refurbishment of 24,000 sq.ft. completed. Scheme for two new buildings of
21,000 sq.ft. and 18,000 sq.ft.

Helical share
Development
management role/D

Development
management role/D

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Industrial developments

Description

Scotts Road, Southall,
West London

Ropemaker Park, Hailsham

Millbrook Trading Estate,
Southampton

167,000 sq.ft. of industrial units for freehold sales. 61,000 sq.ft. sold during the year

70,000 sq.ft. light industrial, 12,000 sq.ft. supermarket, 12,000 sq.ft.
industrial and 1,500 sq.ft. restaurant all let/sold. 30,000 sq.ft. industrial remaining

Construction of industrial units (66,000 sq.ft.), trade counters (64,000 sq.ft)
completed December 2008, 15,000 sq.ft. let or sold during year.
1 acre sold for self-storage. Phase 2 comprises 4 acres of industrial land

Watlington Road, Cowley, Oxford

71,000 sq.ft. of industrials and offices of which 68,000 sq.ft. sold

Langford Lane, Kidlington

Phase 1 of 72,000 sq.ft. industrial units completed, 11,000 sq.ft let or sold during year.
Phase 2, 15,000 sq.ft. completed and sold. 1 acre site for further sales

Tiviot Way, Stockport

Planning application submitted for 100,000 sq.ft. industrial, 49,000 sq.ft. trade counter,
20,000 sq.ft. self storage, 20,000 sq.ft. builders merchant and car showroom.
1 acre sold during year for self storage

Retail developments

Description

Opole, Poland

38,000 sq.m. out of town retail. Part pre-let to Carrefour and Praktiker.
Forward funded with Standard Life. Construction commenced

Wroclaw, Poland

9,600 sq.m. out of town retail. Fully pre-let. Construction completed December 2008

Europa Centralna (Gliwice),
Poland

50,000 sq.m. out of town retail. 40% preleased to Carrefour and Castorama,
Media Expert and others. Construction to commence in the second half of 2009

Retirement village developments
Lime Tree Village, Rugby

Description
154 bungalows, cottages and apartments being constructed in phases.
141 sold to date

Bramshott Place, Liphook

Construction commenced in 2008 of 51 unit Phase 1 of 147 unit scheme.
8 sold with reservations on a further 18 units

I – Investment D – Development T – Trading

75%/I

70%/D

100%/D

75%/D

Helical share

100%/D

50%/D

100%/D

Helical share

50%/D

Helical share
33%/D

90%/D

Income producing assets

Offices
Rex House, Lower Regent Street,
London SW1

Description
80,000 sq.ft. office building refurbished in 2001. Short leasehold expiring 2035.
Acquired vacant in 2000

Helical share
100%/I

Shepherds Building,
Shepherds Bush, London W14

150,000 sq.ft. of studio offices refurbished in 2001 and let to circa 40 tenants.
Acquired vacant in 2000

61 Southwark Street,
London SE1

200 Great Dover Street,
London SE1

Battersea Studios,
London SW8

Quotient HQ, Fordham,
Newmarket

66,000 sq.ft. of offices that have been subject to a rolling refurbishment
plus a penthouse floor addition. Acquired 1998

36,000 sq.ft. of offices. Acquired 2008

55,000 sq.ft. of media style offices refurbished in 2006. Acquired vacant in 2005

70,000 sq.ft. of R&D space and offices on a 32 acre landscaped site.
Acquired 2007

Amberley Court, Crawley

Partial refurbishment of 31,000 sq.ft. office campus

Retail - in town
Morgan Department Store,
Cardiff

Description
160,000 sq.ft. retail – Borders, White Stuff, Molton Brown, Shoon.
56 flats, 45 of which were sold in the year. Completed 2008

Morgan & Royal Arcades, Cardiff

56 units opposite new St Davids 2 Shopping Centre. Acquired 2005

1-5 Queens Walk, East Grinstead

37,000 sq.ft. of retail opposite a proposed new retail scheme. Acquired 2005

Glasgow Portfolio

Two unit shop investments and part of a multi-let office block, all in Glasgow City Centre.
Acquired 2005

90%/I

100%/I

75%/I

53%/I

95%/I

Helical share
100%/I

100%/I

87%/I

100%/I/T

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Retail - out of town
Otford Road Retail Park,
Sevenoaks

Description
43,000 sq.ft. with open A1 consent let to Wickes, Currys and Carpetright. Acquired 2003

Helical share
75%/I

Stanwell Road, Ashford

32,000 sq.ft. Focus DIY store. Acquired 2004

215 Brixham Road, Paignton

24,000 sq.ft. Focus store with open A1 consent (including food). Acquired 2005

75%/I

67%/I

Industrial
Waterside, Fleet

Description
54,000 sq.ft. of industrial property with redevelopment potential. Acquired 2000

Helical share
100%/I

Westgate, Aldridge

208,000 sq.ft.. Let to Greenstar Environmental Ltd. Acquired 2006

Dales Manor, Sawston,
Cambridge

Standard Industrial Estate,
North Woolwich

70,000 sq.ft. of industrial property. Acquired 2003

50,000 sq.ft. estate, 95% let. Acquired 2002

Hawtin Park, Blackwood

249,000 sq.ft. estate, 78% let. Acquired 2003

Golden Cross, Hailsham

102,000 sq.ft. unit recently vacated. Acquired 2001

Bushey Mill Lane, Watford

24,000 sq.ft. fully let with development potential. Acquired 2006

80%/I

67%/I

60%/I

100%/I

80%/D

I – Investment D – Development T – Trading

18 Performance & risk

A property company’s share price should reflect growth in net assets per share. Our Group’s
main objective is to maximise growth in assets from increases in investment portfolio values
and from retained earnings from other property related activities.
Risk is an integral part of any company’s business activities and Helical’s ability to identify,
assess, monitor and manage each risk to which it is exposed is fundamental to its financial
stability, current and future financial performance and reputation.

Key performance indicators and
benchmarks
We incentivise management to outperform
the Group’s competitors by setting the right
levels for performance indicators against
which rewards are measured. We also
design our remuneration packages to align
management’s interests with shareholders’
aspirations. Key to this is the monitoring
and reporting against identifiable performance
targets and benchmarks. For a number of
years we have reported on these, the most
important of which are:

Investment Property Databank
The Investment Property Databank (“IPD”)
produces a number of independent
benchmarks of property returns which are
regarded as the main industry indices. They
have compared the ungeared performance
of Helical’s total property portfolio against
that of portfolios within IPD for the last 19
years. The Group’s annual performance
target is to exceed the top quartile of the IPD
database. Helical’s ungeared performance for
the year to 31 March 2009 was -6.3%
(2008: -1.6%) compared to the IPD median
benchmark of -24.2% (2008: -8.5%) and upper
quartile benchmark of -21.9% (2008: -6.3%).

IPD (all monthly and quarterly valued
funds) Ungeared returns

Total Returns
Helical

31.3.09 31.3.08 31.3.07
%
24.1

%
(1.6)

%
(6.3)

IPD upper quartile

(21.9)

(6.3)

17.2

Percentile rank

The returns on shareholder capital earned
by Helical are generally higher than those
measured by IPD due to the use of gearing.

The returns noted above take no account of
the £45m (2008: £43m) surplus of trading
and development stock above book value
arising from the directors’ valuation.

Total Shareholder Return
Total Shareholder Return (“TSR”) measures
the return to shareholders from share price
movements and dividend income and is used
to compare returns between companies
listed on the London Stock Exchange.
Management is incentivised to exceed the
top quartile of the real estate sector.
Helical’s TSR for the year to 31 March 2009
was -22.3% (2008: -11.4%) compared to
the median of the listed real estate sector
of -62.2% (2008: -33.3%).

Net asset value
Net asset value per share represents the
share of net assets attributable to each
ordinary share. Whilst the basic and diluted
net asset per share calculation provide a
guide to performance the property industry
prefers to use an adjusted diluted net asset
per share. The adjustments necessary to
arrive at this figure are shown in note 35
to these accounts.

Management is incentivised to exceed 15%
p.a. growth in net asset value per share.

The adjusted diluted net asset value per
share, excluding trading stock surplus, at
31 March 2009 was 242p (2008: 306p).

Including the surplus on valuation of trading
and development stock, the diluted EPRA
net asset value per share at 31 March
2009 was 286p (2008: 352p). Diluted
EPRA triple net asset value per share
was 269p (2008: 335p).

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Operational risks
Operational risk is the risk that the Group
may suffer a loss from inadequate internal
processes, systems, resources, incorrect
decision-making or through external events.

Losses from operational risk can arise from:

– people-related issues such as inadequate

resources, skills or departure of key
personnel;

– software or hardware failure, inadequate
IT security, failure of back-up facilities;

– incorrect or inappropriate use of valuation

models, inappropriate gearing levels,
breaches of authorisation levels;

– fraud from internal or external sources;

– external events leading to a loss of a

major provider of services e.g. contractor
failure.

The Group’s approach is not to eliminate
operational risk, but rather to identify the
areas in which it might arise and to contain
it within acceptable limits through the
application of effective controls. Ultimately,
the management of operational risk is
dependent upon the application of sound
management judgement. The close
involvement of the executive directors in the
day-to-day running of the business is critical
to that judgement.

The Group has not suffered any material
losses arising from exposure to operational
risks in the year under review.

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Risk management
Risk governance
The responsibility for the governance of the
Group’s risk profile lies with the Board of
Directors of Helical. The Board is responsible
for setting the Group’s risk strategy by
assessing risks, determining its willingness
to accept those risks and ensuring that the
risks are monitored and that the Group is
aware of and, if appropriate, reacts to, changes
in those risks. The Board is also responsible
for allocating responsibility for risk within
the Group’s management structure.

Strategic risks
Strategic risks are those risks that may
adversely affect the Group’s financial
performance by following an inappropriate
strategy or by the failure to execute an
appropriate strategy. Strategic risks arise
over a long time frame where there are
fundamental differences between the
business environment in which the Group
operates and the environment assumed on
the establishment of that strategy.

The Group’s reputation is a key component
of our ability to achieve its strategic goals and
success in meeting these goals depends
not only on the effective management of
risks but also on the maintenance of its
reputation among stakeholders i.e. employees,
investors, regulators, business partners,
financial institutions and the public.

The other main strategic risks identified by
the Group include:

– long-term under-performance of the real
estate sector compared to alternative
forms of investment e.g. equities, gilts;

– regulatory changes which significantly
impact on the attractiveness of real
estate as an investment compared to
alternative forms of investment, or on the
attractiveness of investing in real estate
through a listed group;

– the effect of global events e.g. oil prices,
international conflicts and terrorism,
economic impacts of global inflation/
depressions on UK real estate in general
and on London, as a financial centre,
in particular;

– macro-economic changes such as
interest rate rises affecting yields
achievable on real estate;

– overdependence on an inadequate level
of business relationships restricting an
ability to source opportunities; and,

– retention of key senior employees.

The principal strategic risks noted above
and the underlying drivers of such risks are
monitored by management and discussed
in the annual update of a five year Business
Plan presented by the Group’s Finance
Director to the full Board each year.

In addition the Group receives regular
updates on the impact of economic
scenarios on the real estate sector as well
as subscribing to a number of economic
journals in order that senior employees are
kept up-to-date.

The Board has a schedule of matters
specifically reserved to it for decision. The
Board controls the business but delegates
day-to-day responsibility to the executive
management. However, there are a number
of matters which are required to be or, in
the interests of the Group, should only be
decided by the Board of Directors as a
whole.

The Board monitors the financial performance
of the Group at regular Board meetings
where comparisons against budgets and
forecasts are made together with a review
of key performance indicators.

The remuneration packages of senior
directors and employees are seen as the
key to their retention and motivation. These
remuneration packages are designed to
provide a basic level of salary at the lower
to mid-range of the Group’s peer group but
with cash bonuses and share awards at the
top end of the peer group rewarding
outperformance compared to that peer group.

Risks to the Group’s reputation are mitigated
by the adoption of an internal Code of Conduct
and “whistle-blowing” procedures which are
reviewed annually.

The most recent annual review of the strategic
risks faced by the Group indicate that the
business of Helical is appropriate to the
business environment in which it competes.

Market conditions in the period under review
continued the deterioration seen in the year
to 31 March 2008 with capital values at 31
March 2009 having fallen 41.4% from their
peak in June 2007 and rents declining 4.9%
from their peak in April 2008, as reported by
the Investment Property Database (“IPD”)
Monthly Index. The Group’s decision to
reduce its investment portfolio in 2005 –
2007, in anticipation of these falls in values,
reduced the impact of these valuation falls.
Consequently, the Group’s property portfolio
outperformed benchmark returns, as
measured by IPD, by 20% and the 22.3% fall
in Total Shareholder Return for the Group in
the year to 31 March 2009 compares to a
fall of 62.2% for the Listed Real Estate
Sector Index.

Market risks
Market risks arise from the possibility that
the Group may suffer reduced income or a
loss resulting from fluctuations in the values
of, or income from, its real estate portfolio.

Market risk is a key component of the
Group’s long-term strategy with exposure to
the various real estate sectors fluctuating
as perceptions of the future performance of
each of those sectors change. Net asset
value growth, a key performance indicator,
is dependent upon an ability to move easily
between sectors at the appropriate time.

The Group’s directors constantly analyse
fluctuations in market movements using
evidence gathered from a variety of public
and personal sources, using this analysis to
determine the future direction of real estate
investment.

Selecting the most appropriate level of
exposure to each sector is fundamental to
the success of the Group. Measuring that
success is undertaken by comparing the
Group’s portfolio returns over short-, medium-
and long-term periods with those as reported
by Investment Property Databank (IPD), the
source of the main real estate sector
indices.

In the year under review, and over the medium-
and long-term, the Group’s performance
compares favourably with the rest of the
sector as reported by IPD on pages 2
and 18.

Liquidity risks
Liquidity risks arise from having insufficient
financial resources to enable the Group to
meet its obligations as they fall due, or can
only secure them at an excessive cost.
Liquidity risks also arise where the Group
has insufficient resources to enable
investment decisions, arising from its
assessment of market risks, to be executed.

The Group finances its operations from the
cash flow generated by its operations, bank
borrowings, both secured and unsecured
and over short-, medium- and long-term
periods, and from the capital markets
through share issues.

The management of cash and debt is
monitored daily with medium-term cash
flows prepared weekly and long-term cash
flows discussed regularly in management
meetings and presented to the Board
annually.

The Group’s overall approach is to provide
sufficient liquidity to be able to meet, from
cash resources and available facilities, the
expected requirements of the business. The
guiding principle is to ensure that funding is
obtained from diverse providers with a
range of maturities, backed up by interest
rate protection where appropriate. This is to
ensure that a stable flow of financing is
available and to provide protection in the
event of market disruption.

The Group’s cash resources, bank
borrowings, interest rate protection and
gearing are noted on pages 64 to 70.

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Credit risks
Credit risk is the possibility that the Group
may suffer a loss from the failure of its
tenants, borrowers, suppliers or other
counterparties to meet their financial
obligations to the Group, including their
failure to meet them in a timely manner.
It includes the risks that the Group may
suffer a loss as a result of guarantees
to third parties. Credit risk in order to
earn a return is not a central feature of
the Group’s business activities, rather
it is a consequence of those activities.

The Group is exposed to credit risk in
respect of the financial stability of the
tenants and potential tenants in its real
estate portfolio. It is also exposed to credit
risk where cash flows from the sales of real
estate, whether investment or trading
properties or funded developments, are
deferred. The potential failure of major
suppliers such as contractors or sub-
contractors also exposes the Group to credit
risk. Guarantees to third parties, such as
banks, where the Group is in joint venture
with partners expose the Group to risks that
those partners are unable to fulfil their
obligations.

The financial assessment of tenants,
potential tenants, contractors and potential
partners are part of the daily routine of the
Group. The assessment of these third
parties is undertaken by the finance
department in discussion with the executive
responsible for the real estate decision.

In the year under review bad debts
constituted less than 1.50% of gross rental
income and no other third parties resulted
in a loss arising in the Group from their
financial position.

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Financial review

Consolidated income statement
Results for the year
The Group made profits of £16.2m (2008: £8.9m) before write-downs of its investment and trading and development properties, its gain on
sale of investment properties and gain on sale of investments. However, a revaluation deficit of £68.0m (2008: £32.6m), and a £29.9m
(2008: £0.4m) write-down of development and trading stock, partially offset by contributions from joint venture partners and tenants against
the write-down of development stock of £6.6m (2008: £nil) and by gains on sales of investments of £1.9m (2008: £nil) and investments
properties of £1.3m (2008: loss of £0.2m) turned this profit into a pre-tax loss of £71.9m (2008: £24.3m). Loss after tax was £53.5m
(2008: £12.3m).

Net rental income
Net rental income rose by 8% to £17.7m (2008: £16.4m) reflecting full year rents at 200 Great Dover Street and the first rents at our retail
development at Wroclaw, Poland. Rental costs increased to £3.1m (2008: £1.9m) as irrecoverable service charges on vacant units increased.
Tenant bad debts remain low at less than 1.5% of gross rental income.

Trading loss
There was a trading loss of £0.5m (2008: £nil) in the year.

Development loss
The development programme generated substantial profits from its schemes at Tideway, Vauxhall London SW8, Trinity Square Nottingham
and Scotts Road Southall and from C4.1 Milton Keynes, shown in these accounts as a share of the operating profit in joint ventures.
However, by 31 March 2009 values had fallen considerably and stock write-downs of £23.3m offset these profits.

Share of results of joint ventures
During the year profits recognised on the mixed use scheme at C4.1 Milton Keynes were partially offset by our share of the costs of operating
The Asset Factor resulting in a net profit of £1.8m (2008: loss £0.1m).

Loss on sale and revaluation of investment properties
During the year to 31 March 2009 the Group sold investment properties with book values of £9.0m (2008: £6.3m) on which it made a £1.3m
profit (2008: £0.2m loss). The properties sold included a freehold interest at Cardiff Royal Infirmary and 45 residential apartments at the
Morgan Department Store, Cardiff. The revaluation deficit for the year was £68.0m (2008: £32.6m).

Administrative expenses
Administrative expenses decreased to £8.1m (2008: £13.7m) with the costs of share awards and performance related bonuses substantially
lower at £0.7m (2008: £6.8m). Administrative expenses, before share based payments charge and executive bonuses, increased to £7.4m
(2008: £6.9m).

Finance costs, finance income and derivative financial instruments
Interest payable on bank loans, before capitalised interest, increased from £11.9m to £15.9m on a greater level of borrowing. Capitalised
interest reduced to £6.9m from £9.3m as interest rates fell and development expenditure on investment properties was lower. Finance
income earned on cash deposits decreased to £2.1m (2008:£2.6m).

Net finance costs

Interest payable on bank loans

Other interest payable

Finance arrangement costs

Interest capitalised

Net finance costs

Interest receivable

2009
£000

15,890

362

321

(6,855)

9,718

(2,082)

2008
£000

11,901

265

163

(9,296)

3,033

2007
£000

8,437

228

114

(6,069)

2,710

(2,579)

(1,335)

Derivative financial instruments have been valued on a mark to market basis and a deficit of £13.4m (2008: £1.3m) recognised in the
Income Statement due to an adverse movement in interest rates in the year.

Foreign exchange gains
A foreign exchange gain of £4.0m (2008: £1.9m) has been recognised in respect of transactions in connection with, and consolidation of,
the Group’s retail developments in Poland.

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Taxation
The Group corporation tax charge for the year is less than the standard rate of 28% due to the use of capital allowances, tax relief on share
awards and tax losses.

The deferred tax credit for the year reflects a reduction in the provision for tax on revaluation surpluses as a result of the decline in the value
of the investment portfolio and a reduction in the provision for tax on temporary differences between the carrying amount of assets and
liabilities in the financial statements and their corresponding tax bases in accordance with IFRS.

Dividends
The Board is recommending to shareholders at the Annual General Meeting on 22 July 2009 a final dividend of 2.75p per share (2008: 2.75p)
to be paid on 24 July 2009 to shareholders on the register on 3 July 2009. This final dividend, amounting to £2.9m (2008: £2.4m) has not
been included as a liability at 31 March 2009, in accordance with IFRS.

Dividends

Interim

Prior period final

Total

2009
pence

1.75

2.75

4.50

2008
pence

1.75

2.75

4.50

2007
pence

1.60

2.45

4.05

(Loss)/earnings per share
Loss per share in the year to 31 March 2009 was 56.6p (2008: 13.5p) per share and on a diluted basis was 56.6p (2008: 13.5p) per share. Diluted
EPRA earnings per share increased to 12.8p (2008: 11.6p) per share.

(Loss)/earnings per share

Diluted (loss)/earnings per share

Diluted EPRA earnings per share

2009
pence

(56.6)

12.8

2008
pence

(13.5)

11.6

2007
pence

58.0

53.7

16.6

(Loss)/earnings per share calculations are based on the weighted average number of shares held in the year. This is a different basis to the
net asset value per share calculations which are based on the number of shares at 31 March 2009.

In accordance with IAS 33 on Earnings per Share, no weighting adjustments have been made for share awards in existence during the year
to 31 March 2009 as a loss was made during that year. Accordingly, the basic and diluted loss per share for the year are the same.

Diluted EPRA earnings per share excludes from earnings the IFRS effects of including the net loss on sale and revaluation of investment
properties (net of tax) and fair value movement of derivative financial instruments.

Consolidated balance sheet
Investment portfolio
During the year investment properties with a book value of £9.0m were sold. No new properties were acquired. In addition, around £17.6m
of capital expenditure was spent on refurbishing various office, industrial and retail buildings. At 31 March 2009 there was a revaluation
deficit of £68.0m (2008: £32.6m) on the investment portfolio.

Investment portfolio

Fair value at 1 April

Property acquisitions

Properties transferred from land, trading and development properties

Disposals

Revaluation (deficit)/surplus

Fair value at 31 March

2009
£000

2008
£000

2007
£000

306,778

316,025

294,583

16,011

1,514

(9,005)

(74,011)

241,287

31,601

28,962

–

(6,250)

(45,638)

(34,598)

38,118

306,778

316,025

The revaluation deficit of £74,011,000 (2008: £34,598,000) comprises the Groups share of £68,005,000 (2008: £32,554,000) and the
share attributable to profit share partners of £6,006,000 (2008: £2,044,000).

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Net asset values
The performance of the Group in the year to 31 March 2009 has decreased equity shareholders funds, on which the net asset value per
share is calculated, by £31.6m. This has led to a 22% decrease in diluted net assets per share to 226p (2008: 289p). Taking into account
the surplus on the directors’ valuation of trading and development stock of £45m (2008: £43m), the diluted EPRA net assets per share
decreased by 19% to 286p (2008: 352p).

Net asset values per ordinary share

Diluted

Adjusted diluted

Diluted EPRA

Diluted EPRA triple net asset value

2009
pence

226

242

286

269

2008
pence

289

306

352

335

2007
pence

307

334

374

346

The net asset value per share calculations are included in Note 35 of these financial statements.

Borrowings and financial risk
The Group’s expenditure on development sites has increased debt and, at 31 March 2009, net debt had increased from £205.5m to £224.7m. Taken
with a decrease in net assets of £31.6m, the increase in net debt combined to increase the Group’s net gearing from 76% to 95%.

The fair value of the Group’s investment, trading and development portfolio at 31 March 2009 was £497.2m (2008: £532.3m). With net
borrowings of £224.7m (2008: £205.5m) the ratio of net borrowings to the value of the property portfolio was 45.2% (2008: 38.6%).

At 31 March 2009 the Group had £147.9m (2008: £87.7m) of fixed rate borrowings with an average effective interest rate of 6.31% (2008:
6.33%) and an average length of 3.2 years (2008: 3.4 years), and £110m of interest rate caps at an average of 6.73% (2008: £80m at 7%).
In addition the Group had a £30m floor at 4.50% until 2013.

Net debt and gearing

Net debt

Gearing

£m

2009

224.7m

2008

205.5

2007

134.0

The Group seeks to manage financial risk by ensuring that there is sufficient financial liquidity to meet foreseeable needs and to invest surplus
cash safely and profitably. At the year end, Helical had £39m of undrawn bank facilities and cash of £72.8m (2008: £17.1m). In addition it
had £64m (2008: £179m) of uncharged property on which the Group could borrow funds.

As at 19 June 2009, Helical’s average interest rate was 4.82%.

Going Concern
The directors have reviewed the current and projected financial position of the Group making reasonable assumptions about future trading
performance.

The key areas of sensitivity are:

• timing and value of property sales
• availability of loan finance and related cash flows
• future property valuation and its impact on covenants and potential loan repayments
• committed future expenditure
• future rental income and potential bad debts
• repayment timing and value of trade receivables

The forecast cashflows have been sensitised to eliminate those cash inflows which are less certain and to take account of a further
deterioration of property valuations. From their review the directors believe that the Group have adequate resources to continue to be
operational as a going concern for the foreseeable future.

Placing
On 28 January 2009 the Group placed 9,735,100 ordinary 1p shares (the “Placing Shares”) at a price of 285 pence per share, raising net
proceeds of £26.4m. These Placing Shares represented 9.99% of the Group’s issued ordinary share capital prior to the Placing and were
admitted to trading on 2 February 2009. The shares rank pari passu with existing ordinary shares.

Nigel McNair Scott
Finance Director

19 June 2009

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Corporate responsibility

At Helical we recognise that our business activities impact on the
environment and the wider communities in which we operate. Over
the past year we have been analysing the way that our business manages
environmental and social issues. This has led us to the conclusion
that we must focus on developing a robust and strategic approach to
embed environmental and social considerations into our business
operations.

Our priority as we move forward is to ensure that Helical is positioned
to minimise the business risks of any adverse environmental and social
impacts from our investment, development and asset management
activities as well as maximise the benefits that a strategic approach
to corporate responsibility can bring to the business.

Our approach
To date, we have largely focused on environmental impacts, and the
setting of annual targets to monitor and report on progress. After our
last assessment of progress in the year to 31 March 2008, we took
the decision to review our overall approach to ensure that we are
delivering maximum impact through our work in this area.

Helical commissioned Jones Lang LaSalle to assist with this process,
with two key objectives:

As a result of the review, our key activities over the next year will
focus on:

• The introduction of aspirational strategic targets as well as

minimum standards across environmental and social impacts
that address our most significant business risks.

• Improved measuring and monitoring of environmental and social

performance.

• Improved public disclosure through the Annual Report and on the

Group website.

• Delivery against our strategic targets.

Review of progress in the year to 31 March 2009
We continue to manage our environmental and social impacts in the
belief that doing so can help us secure planning consent, improve asset
marketability, reduce the operating costs of our managed assets
and also mitigate the risk of future legislation and regulation.
A selection of last year’s highlights are described below.

• To ensure that our stakeholders’ priorities (particularly investors

1 Employees

Helical Bar is committed to treating our employees equally and fairly.
As at 31 March 2009, we employed 24 people including executive
Directors. 38% of our staff are women. During the year to 31 March
2009 we carried out reviews to a number of our key employee policies
to ensure legislative compliance, notably our equal opportunities,
whistle blowing and harassment and sexual discrimination policies.
We also implemented revised maternity and anti-bribery policies.
There are no incidents to report against these policies to date.

We continue to maintain high levels of staff retention, and consequently
retain a highly skilled and experienced team. This also reflects our
ability to continue to offer a competitive remuneration and benefits
package. The table below shows a breakdown of the average
length of service.

Directors & management

Finance

Administration

Total number
of people

Average length
of service (years)

and joint venture partners) are echoed in our approach to
managing corporate responsibility.

• To continue listing in the FTSE4Good UK Benchmark Index

(which we have been part of since 2001), using current and
future inclusion criteria as a basis to inform practical action.

The review concluded that:

• The targets in the year to 31 March 2008 were focused on individual
assets which enabled us to drive operational improvements.
Going forward, there is a need to bring these commitments together
as portfolio-wide aims to ensure consistency and to gain strategic
value from our efforts. In addition, we identified the need to
broaden the scope of our strategy to include socio-economic
issues.

• There are a number of immediate and medium-term priorities that

we need to address in order to meet and exceed shareholder
expectations and drive true value from our activities in this area.
These include improved reporting on environmental performance
and employee management, and a clear policy commitment on
climate change.

• Stakeholders felt that the flexibility of Helical’s approach and

business model was one of its core strengths and a key factor in
its success to date; this should continue to be one of the key
principles of our corporate responsibility strategy.

• Stakeholders felt that there were a number of areas where we

could make improvements in order to ensure greater consistency in
responding to environmental and social challenges. For example,
establishing a set of minimum environmental standards for our
development and refurbishment projects.

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2 Health and safety

Helical’s policy is to develop a culture throughout its organisation that is
committed to the prevention of injuries and ill health to its employees
or others that may be affected by its activities. The Board of Directors
and senior staff are responsible for implementing this policy and ensure
that health and safety considerations are always given priority in
planning and in day-to-day activities.

3 Community investment

Helical takes a strong interest in community issues. Community
engagement is an on-going concern throughout the development
process, from planning until development completion. At our
Bramshott Place development in Liphook, for example, we have
signed up to the Considerate Constructors Scheme which follows a
strict code of practice in relation to construction impacts such as
noise, vehicle movements and community liaison.

The following examples also demonstrate how community
engagement has benefited the communities that we work within:

• We recently completed a wide ranging consultation for our

proposed development at 200 Great Dover Street involving the
local community which resulted in reducing the height of the
proposed building, making alterations to the facade design to
integrate it better into its surroundings and altering ground floor
uses from retail to flexible mixed-use space.

• In Exeter, as part of our planning application for the St Loye’s

College scheme, we have been working closely with a local leisure
and football club, located within one of the most deprived residential
wards in England. As part of our s106 contribution we are discussing
a package of benefits that will enable the club to invest in the
future of its junior football teams through improved pitch and
changing facilities.

At a corporate level we continue to support charitable causes. Over
the past year we have donated £14,400 to charity including UNICEF
and Land Aid. Helical Bar continues its involvement with Land Aid
and our Chief Executive Michael Slade is a trustee of the charity.

4 Environment

Policy and objectives
We recognise our responsibility to reduce any adverse environmental
impacts arising from our business activities. The Group’s full
environmental policy can be found on the website. The following
environmental objectives ensure that we address our key
environmental impacts throughout the property process:

• In acquiring new properties, we will investigate pollution and other

environmental risks as part of our due diligence procedures.

• We will limit our consumption of natural resources, including
energy and water in an attempt to maximise efficiency and
minimise waste.

• We will pay particular attention to good waste management

practices, seeking to reduce, re-use and recycle before disposing
of the rest according to the best practicable environmental option.

• We will integrate environmental considerations into the design of
new and refurbished buildings, seeking wherever possible to
achieve good practice standards.

• We will prohibit the use of materials that have potentially

hazardous effects, as well as tropical hardwood that has not
come from sustainably managed sources.

• We will minimise the risks of pollution or contamination arising
from our activities and seek to operate a ‘good neighbours’,
policy, particularly during construction or demolition.

• We will seek to reduce the adverse environmental impacts
associated with our own office management practices and
procurement policies.

• We will communicate effectively with our contractors, consultants
and agents, as well as our tenants wherever practical, in order to
help and encourage them to meet our environmental standards
and improve their own environmental performance.

• We will monitor and review our performance against our
environmental objectives on a regular basis in order to
demonstrate that we are achieving the standards that we set
ourselves and ensure their ongoing appropriateness.

Practical action
Our approach to environmental management is pragmatic, practical
and tailored according to individual assets or projects. We continue to
comply with environmental legislation as a minimum and go beyond
where it is practicable to do so. The following examples provide an
overview of some of our environmental initiatives in the year to 31
March 2009:

Bramshott Place, Liphook: In partnership with Urban Renaissance
Villages we recently received planning consent to develop 147
retirement homes to the Eco-Homes (2006) ‘Excellent’ Standard.
The units will produce between 10 and 12% of their own energy
sources from solar heating. Furthermore, water harvesting systems
have been sensitively incorporated into the scheme to support
landscaping. To reduce car dependency, we will be introducing a
village bus to transport residents to and from the local
shopping area.

Shepherds Building and 61 Southwark Street, London:
Following an energy audit at Southwark Street which highlighted
recommendations for energy savings, low cost energy efficiency
measures such as lighting sensors have been fitted at both
buildings in common areas. Larger capital investments have also
been made to replace old plant and machinery including boilers,
water pumps and pressure vessels which has resulted in improved
energy efficiency.

5 Suppliers

Fair treatment of suppliers remains a key priority for Helical,
particularly in challenging market conditions. The Group’s policy
is to settle all agreed liabilities within the terms established with
suppliers. During the year to 31 March 2009, the average payment
period to suppliers was 29 days.

• We will take care to protect landscape and biodiversity and try to

Board responsibility

improve the quality of these wherever practical.

• We will be mindful of the transport associated impacts of our
developments and investments and attempt to promote more
sustainable forms of travel to and from properties.

Board level responsibility for employment, health and safety,
community and environmental issues lie with the Group’s Chief
Executive, Michael Slade.

For further information on our approach to corporate responsibility,
please visit our website www.helical.co.uk.

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The Board of Directors and
senior management

The Board of Helical Bar plc is collectively responsible for providing
the entrepreneurial leadership of the Group within a framework of
controls and reporting structures which assist the Group in pursuing
its strategic aims and business objectives.

The Board of Helical Bar plc comprises five executive directors and
four non-executive directors.

Board of Directors and other officers
Executive directors
Chief Executive
Michael Slade, BSc (Est Man) FRICS FSVA, joined the Board as an
executive director in 1984 and was appointed Chief Executive in
1986. Aged 62.

Finance Director
Nigel McNair Scott, MA FCA FCT, joined the Board as a non-executive
director in 1985 and was subsequently appointed Finance Director in
1987. A former director of Johnson Matthey plc and Govett Strategic
Investment Trust plc, he is Chairman of Avocet Mining Plc. Aged 63.

Director
Gerald Kaye, BSc (Est Man) FRICS, was appointed to the Board as
an executive director in 1994 and is responsible for the Group’s
development activities. He is a former director of London &
Edinburgh Trust Plc. Aged 51.

Director
Matthew Bonning-Snook, BSc (Urb Est Surveying) MRICS, was appointed
to the Board as an executive director in 2007. Prior to joining Helical
in 1995 he worked for Richard Ellis (now CB Richard Ellis), and
oversees many of Helical’s office and mixed use developments.
Aged 41.

Director
Jack Pitman, MA (Cantab) MRICS, was appointed to the Board as an
executive director in 2007. Before joining the Group in 2001 he was
a director of Chester Properties Ltd. He is responsible for overseeing
a number of joint venture projects, an investment portfolio and
industrial development and retirement village projects. Aged 40.

Former Director
Michael Brown resigned from the Board on 4 June 2009.

Non-executive directors
Chairman
Giles Weaver, FCA, was appointed to the Board as a non-executive
director in 1993 and was appointed Chairman following the 2005
AGM. He is Chairman of the Remuneration and Nominations and
Appointments Committees. A past Chairman of Murray Johnstone
Ltd, he is Chairman of Kenmore European Industrial Fund Limited
and AH Medical Properties PLC and a director of Aberdeen Asset
Management plc and IRP Property Investments Limited as well as
being Chairman or a director of a number of investment companies.
Aged 63.

Antony Beevor, BA, was appointed to the Board as a non-executive
director in 2000. He is the Senior Independent Director and
Chairman of the Audit Committee. He is also a member of the
Remuneration and Nominations and Appointments Committees.
A former Head of Corporate Finance at Hambros Bank and former
Chairman of Croda International Plc, he is Deputy Chairman of the
Takeover Panel and Chairman of the Trustees of Croda
International’s pension funds. Aged 69.

Wilf Weeks, OBE, was appointed to the Board as a non-executive director
in 2005. He is a member of the Audit, Remuneration and Nominations
and Appointments Committees. Founder and Chairman of GJW
Government Relations, he is now the Chairman of European Public
Affairs at Weber Shandwick. He was awarded an OBE in June 2006
for his services to the arts in London. Aged 61.

Andrew Gulliford, BSc (Est.Man), FRICS, was appointed to the Board
as a non-executive director in 2006. He is a member of the Audit,
Remuneration and Nominations and Appointments Committees.
A former Deputy Senior Partner of Cushman & Wakefield Healey &
Baker, he is a non-executive director of McKay Securities PLC, IRP
Property Investments Limited and various other companies.
Aged 62.

Company Secretary
Tim Murphy, ACA, was appointed Company Secretary in 1994.
Aged 49.

Senior management

John Inwood joined the Group as a management executive
in 1995. Aged 43.

Duncan Walker joined the Group as a development executive
in 2007. Aged 30.

Directors’ report

The directors’ present their report and financial
statements for the year ended 31 March 2009.

Principal activities
The principal activity of the Group is that of a holding company and
the principal activities of the subsidiaries are property investment,
dealing and development. A full review of these activities and the
Group’s future prospects are given in the Business Review on pages
9 to 25.
Trading results
The results for the year are set out on page 46. The loss after tax
amounts to £53,496,000 (2008 £12,314,000).
Share capital
The detailed movements in share capital are set out in note 29 to
these financial statements. At 31 March 2009 and 19 June 2009
there were 107,087,012 ordinary 1p shares in issue.
Dividends
A final dividend of 2.75p (2008: 2.75p) per share is recommended
for approval at the Annual General Meeting on 22 July 2009. The
total ordinary dividend paid in the year of 4.50p (2008: 4.50p)
per share amounts to £4,130,000 (2008: £4,081,000).
Charitable donations
Donations to charities amounted to £14,400 (2008: £28,050).
Creditor payment policy
The Group’s policy is to settle all agreed liabilities within the terms
established with suppliers. At 31 March 2009 there were 29 days’
(2008: 75 days’) purchases outstanding in respect of the Group’s
creditors.
Auditors
Grant Thornton UK LLP have expressed their willingness to continue in
office. In accordance with section 489(4) of the Companies Act 2006 a
resolution to reappoint Grant Thornton UK LLP will be proposed at the
Annual General Meeting on 22 July 2009.
Substantial shareholdings
At 8 June 2009 the shareholders listed in Table A on page 32 had
notified the Group of a disclosable interest of 3% or more in the
nominal value of the ordinary share capital of the Group.
Directors’ remuneration
Details of directors’ remuneration, share awards, service contracts
and pension contributions are noted in the Directors’ Remuneration
Report on pages 36 to 42.
Directors and their interests
The directors who were in office during the year and their interests,
all of which were beneficial, in the ordinary shares of the Group are
listed in Table B on page 32.
On 4 June 2009 Michael Brown resigned from the Board.
Share awards made to directors under the terms of the share option
schemes and Performance Share Plan and shares purchased on
behalf of directors under the terms of the Share Incentive Plan are
disclosed in the Directors’ Remuneration Report on pages 36 to 42.
Other than in respect of shares held by Michael Brown there have
been no changes in the directors’ interests in the period from 31
March 2009 to 19 June 2009.

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Corporate governance
The Group’s application of the principles of corporate governance is
noted in the Corporate Governance Report on pages 33 to 35.
Appointment and replacement of directors
The Nominations and Appointments Committee controls the process
for Board appointments and details of the operation of this committee
may be found in their report on page 34.
Amendment of articles of association
The company’s articles of association can be amended only by a
special resolution of the members, requiring a majority of not less
than 75% of such members voting in person or by proxy.
Takeovers Directive
Where not provided elsewhere in this Directors’ report, the following
provides the additional information required for shareholders as a
result of the implementation of the
Takeovers Directive into English law.
The Group’s share capital consists of both ordinary shares and deferred
shares. Each class of shares rank pari passu between themselves.
Details of the Group’s share capital can be found in note 29 to the
financial statements. There are no restrictions on transfer of the
ordinary shares in the Group other than: certain restrictions which
may from time to time be imposed by laws and regulations (for example:
insider trading laws); and pursuant to the Listing Rules of the
Financial Services Authority whereby certain employees of the Group
require the approval of the Group to deal in the ordinary shares. On a
show of hands at a general meeting of the Group, every holder of ordinary
shares present in person and entitled to vote shall have one vote
and on a poll every member present in person or by proxy and entitled
to vote shall have one vote for every ordinary share held. The Notice
of the Annual General Meeting specifies deadlines for exercising voting
rights and appointing a proxy or proxies to vote in relation to resolutions
to be passed at the meeting. The rules governing the appointment
and replacement of Directors and changes to the articles of association
accord with usual English company law provisions.
Subject to the Group’s memorandum of association, the articles of
association, any statute or subordinate legislation for the time being
in force concerning companies and affecting the company, and
directions given by special resolution, the business of the Group
shall be managed by the Directors, who may exercise all the powers
of the Group.
Annual general meeting
The Annual General Meeting of the Group will be held on 22 July 2009
at 11.30 a.m. at The Westbury Hotel, Bond Street, London W1S 2YF.
The notice of meeting and the resolutions to be proposed at that
meeting are set out in the enclosed circular.
Financial risk
Financial risk policies and objectives are discussed in the Performance
and Risk report on pages 18 to 21.
Statement of directors’ responsibilities
The directors are responsible for preparing the Annual Report and
the financial statements in accordance with applicable law and
regulations.

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Company law requires the directors to prepare financial statements
for each financial year. Under that law the directors are required to
prepare financial statements in accordance with International Financial
Reporting Standards as adopted by the European Union (IFRSs).
The financial statements are required by law to give a true and fair
view of the state of affairs of the Group and Company and of the
profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
– select suitable accounting policies and then apply them

consistently;

– make judgements and estimates that are reasonable and prudent;
– state whether applicable IFRSs have been followed, subject
to any material departures disclosed and explained in the
financial statements;

– prepare the financial statements on the going concern basis

unless it is inappropriate to presume that the Group will continue
in business.

The directors are responsible for keeping proper accounting records
that disclose with reasonable accuracy at any time the financial
position of the Group and enable them to ensure that the financial
statements comply with the Companies Acts 1985. They are also
responsible for safeguarding the assets of the Group and hence for
taking reasonable steps for the prevention and detection of fraud
and other irregularities.

In so far as the directors are aware:
– there is no relevant audit information of which the Group’s

auditors are unaware; and,

– the directors have taken all steps that they ought to have taken to
make themselves aware of any relevant audit information and to
establish that the auditors are aware of that information.
We, the directors listed below, confirm that to the best of our
knowledge:
– the financial statements, prepared in accordance with the

applicable set of accounting standards, give a true and fair view
of the assets, liabilities, financial position and profit and loss of
the group and the undertakings included in the consolidation
taken as a whole; and,

– the management report includes a fair review of the development
and performance of the business and the position of the group
and the undertakings included in the consolidation taken as a
whole, together with a description of the principal risks and
uncertainties that they face.

The directors are responsible for the maintenance and integrity of
the corporate and financial information included on the Group’s
website. Legislation in the United Kingdom governing the preparation
and dissemination of financial statements may differ from
legislation in other jurisdictions.

On behalf of the Board

Table A – Substantial shareholdings

Michael Slade – Chief Executive
Aberdeen Asset Management
Threadneedle

Legal & General
F&C Asset Management
Dimensional Fund Advisors

Table B – Directors’ interests

Giles Weaver – Chairman
Michael Slade – Chief Executive
Nigel McNair Scott
Gerald Kaye
Matthew Bonning-Snook
Jack Pitman
Antony Beevor
Wilf Weeks

Andrew Gulliford

Total directors’ interests

Issued share capital

Percentage of issued share capital

Former director Michael Brown

Michael Slade
Chief Executive

Nigel McNair Scott
Finance Director
19 June 2009

Number of
ordinary shares
at 8 June 2009
13,615,240
5,424,270
4,839,872

4,631,722
4,607,640
4,169,193

Ordinary
1p shares
31 March 2009
113,794
13,615,240
2,467,956
1,406,048
231,786
265,831
14,013
3,509
8,772

%
12.7
5.1
4.5

4.3
4.3
3.9

Ordinary
1p shares
1 April 2008
96,250
13,130,209
2,238,370
1,203,232
124,214
150,919
8,750
–

–

18,126,949

16,951,944

107,087,012

95,732,457

16.9%

17.7%

n/a

1,132,437

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Corporate governance report

The Group is committed to applying the highest principles of
corporate governance.

and critical function of the Board in a small, people-orientated
business such as Helical.

The Board is accountable to the Group’s shareholders for good
corporate governance. This report and the Directors’ Remuneration
Report describe how the Group complies with the provisions of the
Combined Code (2006) (the “Code”).

Compliance
With the exception of Code provision A.3.2 requiring at least half the
Board (excluding the Chairman) to be comprised of independent
non-executive directors, the Group has complied throughout the year
with the Code provisions set out in Section 1 of the Combined Code
(2006). Helical employed 24 people (including 6 executive directors)
during the year to 31 March 2009 and in considering Code provision
A.3.2 it was not considered appropriate to the needs of the business to
appoint a further three non-executive directors (which would have taken
the total to thirteen directors) merely to meet Corporate Governance
guidelines. The Group considered that the non-executive directors were
able to discharge their duties without additional support, but will keep
this under review in future periods.

Application of the principles
The Board currently consists of five executive directors who hold the
key operational positions in the Group and four non-executive directors,
who bring a breadth of experience and knowledge to their roles.

Michael Brown resigned from the Board on 4 June 2009 to pursue
other interests. In view of the breadth of experience and skills of the
remaining executive team the Board does not intend replacing him
in the forseeable future.

Chairman and Chief Executive
The Chairman of the Board is Giles Weaver. The Group’s business is
run by Michael Slade, the Chief Executive.

Board balance and independence
The Chairman, Giles Weaver, has been a non-executive director of
Helical since 1993. In the Group’s view, the experience gained as a
chairman or director of several listed companies in the financial sector
provides him with the necessary skills of leadership and guidance that
the role of Chairman of this Group requires. These skills together with
his detachment from day-to-day issues within the Group, and his robustly
independent approach to the role of Chairman provide the Board
with the necessary comfort that despite his time as a non-executive
director he could properly be regarded as independent at the time of
his appointment as Chairman. The Chairman of the Group, Giles Weaver,
is also Chairman of the Remuneration Committee because the
Group regards the setting of remuneration policy to be an integral

Recognising that the independence of non-executive directors is an
issue for some shareholders, Giles Weaver offers himself for re-election
at each Annual General Meeting. He has received an overwhelming
majority in favour of re-election at all Annual General Meetings since
his appointment as Chairman of Helical.

The senior independent director is Antony Beevor. The remaining
non-executive directors are Wilf Weeks and Andrew Gulliford.

The breadth of experience provided by the non-executive directors
allied to the management information provided by the Group enable
the non-executive Board members to assess and advise the full Board
on the major risks faced by the Group. In view of this we continue to
believe that all the non-executive directors are independent and for
the purposes of this report are referred to below as independent
directors.

The Board of Directors
The Group supports the concept of an effective Board leading and
controlling the Group. The Board provides entrepreneurial leadership
of the Group within a framework of prudent and effective controls which
enables risk to be assessed and managed. The Board sets the Group’s
strategic aims, ensures that the necessary financial and human
resources are in place for the Group to meet its objectives and
reviews management performance. The Board sets the Group’s
values and standards and ensures that the Group’s obligations to
its shareholders and others are understood and met.

The members of the Board, and the roles of each director are given
in the biographical details of the directors on page 30.

All directors take decisions objectively in the interests of the Group.

As part of their role as members of the Board, non-executive directors
constructively challenge and help develop proposals on strategy.
Non-executive directors scrutinise the performance of management
in meeting agreed goals and objectives and monitor the reporting of
performance. They satisfy themselves on the integrity of financial
information and that financial controls and systems of risk management
are robust and defensible. They are responsible for determining
appropriate levels of remuneration of executive directors and have
a prime role in appointing and, where necessary, removing executive
directors, and in succession planning.

In addition to ad hoc meetings arranged to discuss particular
transactions and events and the 2008 AGM, the full Board met on
eight occasions during the year under review. The attendance
record of the directors is shown in the table below.

Meetings

Full Board

Audit Committee

Remuneration Committee

Nominations and
Appointments Committee

Giles
Weaver

Michael
Slade

Nigel
McNair
Scott

Gerald
Kaye

Matthew
Bonning-
Snook

Jack
Pitman

Antony
Beevor

Wilf
Weeks

Andrew
Gulliford

n/a

Michael Brown resigned from the Board on 4 June 2009. Wilf Weeks was absent from a number of meetings due to ill health.

Former
Director
Michael
Brown

n/a

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The Board has a schedule of matters specifically reserved to it for
decision. The Board controls the business but delegates day-to-day
responsibility to the executive management. However, there are a
number of matters which are required to be or, in the interests of
the Group, should only be decided by the Board of Directors as a
whole. A summary of the decisions reserved for the Board
is set out below:

Schedule of matters reserved for the Board:
• Strategy and management – responsibility for the overall

management of the Group; approval of the Group’s long-term
objectives and commercial strategy; approval of annual administration
budgets; oversight of the Group’s operations; extension of the
Group’s activities into new business areas; any decision to cease
to operate all or any material part of the Group’s business.

• Structure and capital – changes to the Group’s capital structure;

major changes to the Group’s corporate structure; changes to the
Group’s management and control structure; changes to the
Group’s listing or plc status.

• Financial reporting and controls – approval of interim and preliminary
announcements; approval of annual report and accounts, including
the corporate governance statement and the directors’ remuneration
report; approval of dividend policy; approval of significant changes
in accounting policies or practices; approval of treasury policies.

• Internal controls – ensuring maintenance of a sound system of

internal control and risk management.

• Communication – approval of resolutions and documentation to
be put to shareholders in general meeting; approval of press
releases concerning matters decided by the Board.

• Board membership and other appointments to senior management.

• Both the appointment and removal of the Company Secretary.

• Corporate governance matters including directors’ performance

evaluations.

• Approval of policies including code of conduct; share dealing
code; health and safety policy; environmental and corporate
social responsibility policy and equal opportunity policy.

Nominations and Appointments Committee
The terms of reference of the Nominations and Appointments Committee
are available by request and are included on the Group’s website at
www.helical.co.uk.

The membership of the Committee is as follows:

Giles Weaver (Chairman)
Antony Beevor
Wilf Weeks
Andrew Gulliford

Directors – appointments to the Board
Appointments are made on merit and against objective criteria. Care
is taken to ensure that appointees have enough time available to devote
to the job.

The Nominations and Appointments Committee controls the process
for Board appointments and makes recommendations to the Board.
All the members of the Committee are independent non-executive
Directors.

The work of the Nominations and Appointments Committee in
the year
The Committee met once during the period. A record of attendance at
this meeting is shown on page 33. During this meeting the Committee
resolved that Giles Weaver, Wilf Weeks, Matthew Bonning-Snook
and Jack Pitman be recommended to shareholders for
re-appointment as directors at the 2008 AGM.

Directors – information and professional development
The Board is supplied in a timely manner with information in a form
and of a quality appropriate to enable it to discharge its duties and
its directors are free to seek any further information they consider
necessary.

Under the direction of the Chairman, the Company Secretary’s
responsibilities include ensuring good information flows within the
Board and its Committees and between senior management and
non-executive directors, as well as facilitating induction and assisting
with professional development as required. The Company Secretary
is responsible for advising the Board through the Chairman on all
governance matters.

The Board ensures that directors, especially non-executive directors,
have access to independent professional advice at the Group’s
expense where they judge it necessary to discharge their responsibilities
as directors. Training is available for new directors and other directors
as necessary. All directors have access to the advice and services of
the Company Secretary, who is responsible to the Board for ensuring
that board procedures are complied with. The Group has arranged
appropriate insurance cover in case of legal action against its directors.

Directors – performance evaluation
During the year the Board undertook a formal evaluation of its own
performance and that of its Committees and individual directors in
the period.

The Chairman is responsible for the annual evaluation process, and
will act on its outcome. This process involves each director submitting
an appraisal to the Chairman in respect of the performance of the
main Board, of each member of the Board and in respect of each
Board Committee of which they are a member.

The non-executive directors, led by the senior independent non-executive
director, are responsible for performance evaluation of the Chairman,
taking into account views of executive directors. Each director
completed an evaluation of the Chairman’s performance and provided
this evaluation to the senior independent non-executive director.

The evaluation process identified a concern regarding the balance
between the time spent considering the business and time spent on
governance issues. The Board concluded that Board meeting
timetables should be reviewed to ensure that an appropriate amount
of time is devoted to each area. Otherwise, there were no significant
matters arising out of the annual evaluation process which required
action by the Board.

Directors re-election
All directors are subject to re-election, after receiving the
recommendation of the Nominations and Appointments Committee,
every three years and, on appointment, at the first AGM after
appointment. The Nominations and Appointments Committee have
recommended the re-appointment of the following directors at the
2009 AGM:

– Giles Weaver has served more than nine years on the Board and

in accordance with the Code offers himself for re-election;

– Antony Beevor is due to retire by rotation and offers himself

for re-election;

– Andrew Gulliford is due to retire by rotation and offers himself for

re-election;

– Michael Slade is due to retire by rotation and offers himself

for re-election; and,

– Nigel McNair Scott is due to retire by rotation and offers himself

for re-election.

Biographical details of the directors are given on page 30.

Relations with shareholders
The Group values the views of its shareholders and recognises their
interest in the Group’s strategy and performance, Board membership
and quality of management. It therefore holds regular meetings with,
and presentations to, its institutional shareholders to discuss its
objectives. The Group also regularly meets, with the help of its
brokers, institutions that do not currently hold shares in the Group to
inform them of its objectives. The Chairman and Senior Independent
Director are available to shareholders, should they wish to discuss
matters relating to the Group. There were no meetings during the year
between shareholders and non-executive directors.

The AGM is used to communicate with private investors and they are
encouraged to participate. The members of the Audit, Remuneration
and Nominations and Appointments Committees are available to
answer questions. Separate resolutions are proposed on each issue
so that they can be given proper consideration and there is a resolution
to consider the annual report and accounts. The Group counts all
proxy votes and will indicate the level of proxies lodged on each
resolution, after it has been dealt with by a show of hands.

The Group communicates with all shareholders through the issue of
regular press releases and through its website at www.helical.co.uk.
The Group receives regular reports from sector analysts and its
investor relations advisors on how it is viewed by its shareholders.

Accountability and audit
Financial reporting
The Board presents a balanced and understandable assessment of
the Group’s position and prospects. It seeks to do so in all published
information and in particular in interim and preliminary announcements
and other price-sensitive reports and reports to regulators as well as
in the information required to be presented by statutory
requirements.

Going concern
The directors have reviewed the current and projected financial
position of the Group making reasonable assumptions about future
trading performance.

The key areas of sensitivity are:

• timing and value of property sales
• availability of loan finance and related cash flows
• future property valuation and its impact on covenants and

potential loan repayments
• committed future expenditure
• future rental income and potential bad debts
• repayment timing and value of trade receivables

The forecast cashflows have been sensitised to eliminate those
cash inflows which are less certain and to take account of a further
deterioration of property valuations. From their review the directors
believe that the Group have adequate resources to continue to be
operational as a going concern for the foreseeable future.

Audit Committee and auditors
The terms of reference of the Audit Committee are available by
request and are included on the Group’s website at
www.helical.co.uk.

The membership of the Committee is as follows:
Antony Beevor (Chairman)
Wilf Weeks
Andrew Gulliford

The Committee endorses the principles set out in the Smith
Guidance for Audit Committees.

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The Board has formal and transparent arrangements for considering
how it applies the financial reporting and internal control principles and for
maintaining an appropriate relationship with the Group’s auditors.

Whilst all directors have a duty to act in the interests of the Group, the
Audit Committee has a particular role, acting independently from the
executive, to ensure that the interests of shareholders are properly
protected in relation to financial reporting and internal control.

Appointments to the Audit Committee are made by the Board
on the recommendation of the Nominations and Appointments
Committee in consultation with the Audit Committee Chairman.

The work of the Audit Committee in the year
The Audit Committee met five times during the year. A record of
attendance at these meetings is shown on page 33. The Audit
Committee met the external auditors three times to discuss
matters arising from the annual and interim audits.

In addition to matters discussed in relation to the annual and
interim audits, the Committee met with the auditors once to discuss
the Group’s system of internal control following receipt of the
auditors review of the design effectiveness of internal controls in
February 2009. The key findings and recommendations of this
report, which cover governance, operational controls and financial
reporting were considered and are being implemented.

Internal control
The Board is responsible for maintaining a sound system of internal
control to safeguard shareholders’ investment and the Group’s
assets. Such a system is designed to manage, but cannot eliminate,
the risk of failure to achieve business objectives. There are inherent
limitations in any control system and, accordingly, even the most
effective system can provide only reasonable, and not absolute,
assurance against material misstatement or loss.

The key features of the Group’s system of internal control are as
follows:
– clearly defined organisational responsibilities and limits of authority.
The day-to-day involvement of the executive directors in the running
of the business ensures that these responsibilities and limits are
adhered to;

– financial controls and review procedures;
– financial information systems including cash flow, profit and

capital expenditure forecasts. The Board receives regular and
comprehensive reports on the day-to-day running of the business;
– an Audit Committee which meets with the auditors and deals with
any significant internal control matter. In the year under review
the Committee met with the Auditors on four occasions.

Internal audit
The Board reviewed its position during the year to 31 March 2009
and reaffirmed its stance that in view of the relatively small size of the
Group it does not consider that an Internal Audit function would
provide any significant additional assistance in maintaining a system
of internal controls.

Audit independence
A policy of reviewing audit independence has been adopted whereby
non-audit services undertaken by the auditors is approved prior to
work being carried out. During the year under review non-audit services
comprised a review of the financial accounts and a review of internal
controls. The audit committee considers the external auditors to be
independent and has satisfied itself of the effectiveness of the
external auditors, making use of information available from the Audit
Inspection Unit of the Financing Reporting Council.

The Group’s policy on awarding non-audit work to its auditors is
designed to ensure that the Group receives the most appropriate
advice without compromising the independence of the auditors.
Whilst no fee caps or limits have been set by the Committee, the
level of fees would be a factor in considering whether the auditors
independence could be affected by the award of non-audit work.

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Directors’ remuneration report

Directors’ remuneration
The Board recognises that directors’ remuneration is of legitimate
concern to shareholders and is committed to following current best
practice. In accordance with Section 241A of the Companies Act 1985,
as amended by the Directors’ Remuneration Report Regulations 2002,
the Board presents the directors’ remuneration report for
shareholder approval.

The remuneration packages of individual directors are structured so
that the performance related elements form a significant proportion
of the total and are designed to align their interests with those of
the shareholders.

Share incentives are designed so that they recognise the long-term
growth of the Group. No director has a service contract of more than
one year.

Information not subject to audit
Remuneration Committee
The terms of reference of the Remuneration Committee are
available on request and are included on the Group’s website at
www.helical.co.uk.

The Remuneration Committee (“Committee”) has responsibility for
making recommendations to the Board to determine the Group’s
framework or broad policy on salary, bonuses, pensions and other
remuneration issues for individual directors. The Committee approves
all salary increases, bonus payments and share awards to all directors
and employees. It carries out the policy on behalf of the Board and
in the year under review the Committee met five times. A record of
attendance at these meetings is shown on page 33.

The membership of the Committee is as follows:

Giles Weaver (Chairman)
Antony Beevor
Wilf Weeks
Andrew Gulliford

All the members of the Committee are independent non-executive
directors. None of the Committee has any personal financial interest in
the matters to be decided (other than as shareholders), potential
conflicts of interest arising from cross-directorships nor any day-to-
day involvement in running the business. The Committee consults the
Chief Executive and Finance Director about its proposals and has
access to professional advice from inside and outside the Group.
During the year under review the Committee were advised by Hewitt
New Bridge Street in relation to the performance criteria of the
Group’s share option schemes and Performance Share Plan.

Policy on executive directors’ remuneration
The Group operates within a competitive environment and its
performance depends on the individual contributions of the directors
and employees. Executive remuneration packages are designed to
attract, motivate and retain directors of the calibre necessary to
maintain the Group’s position as a market leader and to reward
them for enhancing shareholder value and returns. The performance
measurement of the executive directors and the determination of
their annual remuneration package is undertaken by the Committee.
In determining remuneration packages the Committee considers the
views of its remuneration consultants and remuneration at comparable
companies within the property sector. It also takes into account the
remuneration structure below Board level.

There are four main elements to the executive directors’
remuneration packages:
i basic annual salary and benefits-in-kind;
ii annual cash bonus payments;
iii Executive Bonus Plan; and,
iv share incentives.

The Group makes no pension contributions in respect of the
executive directors.

Basic annual salary and benefits-in-kind
Basic annual salaries for executive directors are reviewed having
regard to individual performance and market practice and were last
reviewed in July 2007.

Benefits-in-kind provided to executive directors include the provision
of a company car and health insurance.

Annual cash bonus payments
The Committee establishes the objectives which must be met for
annual cash bonuses to be paid. Performance related cash bonuses,
which recognise the relative success of the different parts of the
business, may be paid to the executive directors responsible for
their parts. Michael Brown, Gerald Kaye, Matthew Bonning-Snook
and Jack Pitman were eligible for sector bonuses in the period under
review. The maximum amount payable in each year is a total of £5m.
Payment of annual sector bonuses is at the discretion of the Committee.
Sector bonuses paid in the year to 31 March 2009 totalled £735,000
(2008: £nil). In addition, a discretionary cash bonus of £300,000 was
paid to Nigel McNair Scott in recognition of his contribution to the
successful introduction of a number of fiscal initiatives.

Executive Bonus Plan
The Group operates an Executive Bonus Plan (“2006 Plan”)
designed to align the motivations of the senior management team
with the interests of shareholders and to link their remuneration to
the performance of the Group’s property portfolio. The Plan
operates over a five year period from 1 April 2006 and cash
bonuses will be paid annually subject to the achievement of
challenging performance targets. Michael Slade and Nigel McNair
Scott are eligible for Executive Bonus Plan bonuses.

Performance conditions The Committee may, at its discretion,
award bonuses in respect of a financial year subject to performance
conditions, the aim of which is to link the size of bonuses paid to
financial growth of the Group over that financial year. No bonus will
be payable unless the following conditions are satisfied:

Increase in net asset value; net asset value at the end of the
financial year exceeds net asset value at the beginning of the
financial year;

ii Absolute performance of the portfolio – ungeared total return; the
percentage increase in the total return on property assets of the
Group over the financial year (the “Performance Period”) is greater
than the percentage increase achieved by the portfolio ranked nearest
to three-quarters up the performance table (taken in ascending
order of return) (the “Upper Quartile”) of the portfolios of all
quarterly valued funds measured by the Investment Property
Databank at the beginning of the relevant Performance Period
and compounded monthly during the Performance Period (the
“IPD Total Return Benchmark”); and,

iii Performance of the net asset value per share; the percentage

increase in net asset value per share for the Performance Period
must be greater than the percentage increase achieved by the
Upper Quartile of the portfolios of all quarterly valued funds
measured by the Investment Property Databank at the beginning
of the relevant Performance Period and compounded monthly
during the Performance Period (the “IPD Capital Growth
Benchmark”).

The Committee will recommend the size of the bonus payable by
reference to the same sliding scale based on the amount by which the
increase in net asset value per share exceeds the increase in the Upper
Quartile of the IPD Capital Growth Benchmark subject to a cap.

Calculation of amounts payable The total amount of the bonuses
payable in any one year shall be determined by:

– calculating the difference between the percentage increase in
net asset value per share for the Performance Period and the
percentage increase in the Upper Quartile of the IPD Capital
Growth Benchmark over the same period (the “Difference”);
and,

– calculating the sum of the amounts payable in relation to each

1% of the Difference on the following basis:

Amount of Difference

Less than 1%

1% to less than 2%

% of base net asset
value payable

0.01

0.02

And thereafter for every additional 1%

An increment of 0.01

For example: From 4% to less than 5%

0.05

If the net asset value at the end of a financial year is less than the
net asset value at the beginning of that year, the bonus payable for
any subsequent year will be calculated by reference to the highest
net asset value in the preceding year.

Financial accounts The audited financial accounts which record the
financial performance on which the Plan operates are those accounts
prepared in accordance with International Financial Reporting
Standards.

2006 Plan and individual limits The total amount payable under the
2006 Plan in any one year is limited to £2m (2008: £2m). An individual
employee’s participation in the 2006 Plan is limited so that the bonus
which may be paid to him under the 2006 Plan will not exceed £1.5m
per annum. There is a further limit that payments under the 2006
Plan in any year may not exceed 20% of the Group’s pre-tax profits
plus any payments under the 2006 Plan. Among other constraints
the Committee could restrict the bonuses if payment would affect
the financial or trading position of the Group. No Executive Bonus
Plan bonuses have been paid in respect of the year to 31 March
2009 (2008: nil).

Timing of bonuses Bonuses will ordinarily be paid, subject to the
performance conditions being satisfied, and provided that the
participant remains a director or employee of the Group at the time
of payment, on a specified bonus date, which will fall within four

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months of the end of the relevant Performance Period. Bonuses are
not transferable, nor will benefits obtained under the 2006 Plan be
pensionable.

Termination of employment If a participant dies, the bonus that
would have been paid for the relevant financial year may, at the
discretion of the Committee, be paid to the participant’s personal
representatives, but will be scaled down pro rata to reflect the period
elapsed since the start of the Performance Period. If a participant’s
employment ends in any other circumstances prior to the payment
of the bonus, no entitlement will arise.

Change of control In the event of a change in control of the Group,
bonuses in respect of the financial year in which the change of control
falls may be paid to the extent that the relevant performance target(s)
have been satisfied over an adjusted Performance Period.

Termination of the 2006 Plan The Committee will not recommend
the making of bonuses under the 2006 Plan in connection with
a financial year later than the year ended 31 March 2011 without
further shareholder authority.

Service contracts The service contracts of Michael Slade, Nigel
McNair Scott and Gerald Kaye operate from 1 April 2007, and of
Matthew Bonning-Snook and Jack Pitman from 1 August 2007. No
service contract provides for more than a one year notice period. On
termination of employment each director is entitled to a payment in
lieu of notice of basic salary and other contractual entitlements i.e.
provision of car and health insurance.

Non-executive directors Non-executive directors are appointed by a
Letter of Appointment and are subject to re-appointment by shareholders
at the Group’s AGM at least every three years. The remuneration of
the non-executive directors is determined by the Board and was last
increased in April 2007. The appointment of non-executive directors
is terminable on three months notice. Non-executive directors do
not participate in any of the Group’s bonus or share option schemes.

Total shareholder return The performance criteria of the Group’s
1999 share option schemes, referred to on pages 38 to 40 below,
require the Group to exceed certain targets of total shareholder return.
The total shareholder return for a holding in the Group’s shares in
the five years to 31 March 2009 is shown in the graph below.

This graph looks at the value, by 31 March 2009, of £100 invested
in Helical Bar on 31 March 2004 compared with the value of £100
invested in the FTSE All-Share Real Estate Index. The other points
plotted are the values at intervening financial year-ends.
Dividends received are re-invested in shares.

Total shareholder return
Source: Thomson Reuters

300

250

200

150

100

•

50
31 Mar 04

•
•

•

•
•

31 Mar 05

31 Mar 06

31 Mar 07

31 Mar 08

•

Helical Bar

•

FTSE All-Share Real Estate Index

•

31 Mar 09

Information subject to audit: Remuneration of directors
Remuneration in respect of the directors was as follows:

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Salaries and bonuses
Chairman

Giles Weaver

Non-executive directors
Antony Beevor
Wilf Weeks
Andrew Gulliford

Executive directors
Michael Slade
Nigel McNair Scott
Gerald Kaye
Michael Brown
Matthew Bonning-Snook
Jack Pitman

fees
£000

42
35
35

450
300
275
325
235
235
2,007

Salary/ Benefits-

Cash
in-kind bonuses
£000

£000

2009

Executive
bonus

plan Pensions
£000
£000

Total
£000

2008

Salary/ Benefits-
in-kind
£000

fees
£000

Cash
bonuses
£000

Executive
bonus

plan Pensions
£000

£000

Total
£000

–

–
–
–

–

–
–
–

40
30
34
31
19
20

–
300
–
–
735
–
174 1,035

–

–
–
–

–
–
–
–
–
–
–

–

–
–
–

–
–
–
–
–
–
–

42
35
35

490
630
309
356
989
255

458
300
271
308
157
157
3,216 1,838

–

–
–
–

35
28
31
30
11
12
147

–

–
–
–

–
–
–
–
–
–
–

–

–
–
–

–
–
–
–
–
–
–

–

–
–
–

42
35
35

493
–
328
–
302
–
338
–
168
–
–
169
– 1,985

Salaries and benefits-in-kind in respect of Matthew Bonning-Snook and Jack Pitman, as disclosed for 2008, are with effect from the date of
their appointment as directors on 1 August 2007. Michael Brown resigned from the Board on 4 June 2009.

Michael Slade was the highest paid director during the year with a total remuneration of £4,962,000 (including gains on share awards)
(2008: Gerald Kaye £3,765,000).

Share awards
Chairman

Giles Weaver

Non-executive directors
Antony Beevor
Wilf Weeks
Andrew Gulliford

Executive directors
Michael Slade
Nigel McNair Scott
Gerald Kaye
Michael Brown
Matthew Bonning-Snook
Jack Pitman

Vesting of
PSP awards
£000

2009
Gain on
exercise of
share options
£000

Total
gains
£000

Vesting of
PSP awards
£000

2008
Gain on
exercise of
share options
£000

-
-
-

1,576
985
847
847
410
394
5,059

-
-
-

2,896
1,675
706
1,124
-
656
7,057

-
-
-

4,472
2,660
1,553
1,971
410
1,050
12,116

-
-
-

2,767
1,384
1,384
1,384
681
649
8,249

-
-
-

-
-
2,079
1,735
-
-
3,814

Total
gains
£000

-
-
-

2,767
1,384
3,463
3,119
681
649
12,063

In order to compensate option holders for the payment of the special dividend in April 2002, the Group pays a cash bonus of 20p per share
on the date option holders exercise their options, as noted on page 40. The gain on exercise of share options of the directors includes cash
bonuses of £638,000 arising out of the exercise of options during the year. The cost of these cash bonuses is included in administrative
expenses.

Directors’ fees
Fees receivable by Nigel McNair Scott in his capacity as Chairman of Avocet Mining Plc are shown in the financial statements of that Company.

Share options
The Group operated two share option schemes during the year.

The Helical Bar 1999 Share Option Scheme operates in respect of the grant of share options which exceed the Inland Revenue limit of £30,000.
Under this scheme the aggregate market value of shares issued or issuable to an individual under this and other option schemes may not exceed
eight times his annual earnings. Remaining share options granted over 1,356,405 shares are included in note 30. These options have satisfied
their performance criteria and may be exercised before their expiry dates.

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The Helical Bar 1999 Approved Share Option Scheme is an Inland Revenue approved scheme. Under the terms of this scheme options up to
a maximum value of £30,000 per individual may be granted. Remaining share options granted over 21,200 shares are included in note 30.
These options have satisfied their performance criteria and may be exercised before their expiry dates.

The performance criteria of the two schemes require total shareholder return over a set period to exceed a certain percentile of the aggregate
performance of companies in the Real Estate Sector Index of the FTSE All-Share Index. For the approved scheme the relevant period is three
years and the 50th percentile. For the unapproved scheme the relevant period is five years and 25th percentile.

These share option schemes have been replaced by the Performance Share Plan, details of which are included on pages 41 and 42, and future
share option grants will only be made in exceptional circumstances and only following consultation with principal shareholders on the key
terms of those options.

The directors’ interests in the share option schemes during the year were as follows:

Type

At start
of year

Options
exercised
in year

At end
of year

Exercise
price

Date
granted

Date from
which
exercisable

Expected
values
if options
exercised at
31 March
2009

Expiry
date

Michael Slade
Helical Bar 1999
Share Option Scheme
Helical Bar 1999
Share Option Scheme
Helical Bar Approved 1999
Share Option Scheme

Nigel McNair Scott
Helical Bar 1999
Share Option Scheme
Helical Bar 1999
Share Option Scheme
Helical Bar Approved 1999
Share Option Scheme

Gerald Kaye
Helical Bar 1999
Share Option Scheme
Helical Bar Approved 1999
Share Option Scheme

Michael Brown
Helical Bar 1999
Share Option Scheme
Helical Bar Approved 1999
Share Option Scheme

Subscription

966,105

(966,105)

Purchase

740,000

(240,000)

500,000

150.0p

18.12.00

18.12.05 17.12.10 687,500

Subscription

33,895

(33,895)
1,740,000 (1,240,000)

-
500,000

Subscription

367,770

(367,770)

Purchase

360,000

(360,000)

Subscription

33,895
761,665

(33,895)
(761,665)

-
687,500

-
-

Purchase

647,095

(300,000)

347,095

153.3p

15.11.01

15.11.06 14.11.11 465,801

Subscription

33,895
680,990

(33,895)
(333,895)

-
347,095

Purchase

502,090

(502,090)

Subscription

33,895
535,985

(33,895)
(535,985)

-
465,801

-
-

Matthew Bonning-Snook
Helical Bar 1999
Share Option Scheme

Purchase 210,000
210,000

–
–

210,000
210,000

150.0p

18.12.00

18.12.05 17.12.10 288,750
288,750

Jack Pitman
Helical Bar 1999
Share Option Scheme
Helical Bar 1999
Share Option Scheme
Helical Bar 1999
Share Option Scheme
Helical Bar Approved 1999
Share Option Scheme

Purchase 170,510

(170,510)

Subscription 150,000

(150,000)

Subscription 299,310

–

299,310

141.5p

21.11.02

21.11.07 20.11.12 436,993

Subscription

21,200
641,020

–
(320,510)

21,200
320,510

141.5p

21.11.02

21.11.05 20.11.12

30,952
467,945

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Exercise of share options
In the period under review options over 1,619,455 new subscription shares and 1,572,600 shares held by the Group’s ESOP were exercised.
In order that the number of shares required by the ESOP to satisfy share awards be reduced, the Group agreed with employees that the
number of shares acquired on the exercise of those options be reduced. To ensure that employees were not disadvantaged by the
reduction, the exercise prices applied on the exercise of the options were correspondingly reduced.

The options exercised during the year by the directors, in accordance with their agreement and on the original basis, were as follows:

Director

Michael Slade

Date of
exercise

Type of
option

Original
number of
shares

Reduced
number of
shares

Original
exercise
price

Reduced
exercise
price

Sale
price

Gain
£000’s

23.07.08

Subscription

700,000

n/a

88.50p

n/a

300.4p

1,618

19.08.08

Subscription

88,701

n/a 88.50p

n/a 335.4p

29.08.08

Subscription

177,404

n/a 88.50p

n/a 324.4p

05.09.08

Subscription

33,895

n/a 88.50p

n/a 318.8p

19.09.08

24.09.08

Purchase

170,000

96,880 150.00p

1p 348.6p

Purchase

70,000

37,556

150.00p

323.5p

1,240,000

Nigel McNair Scott

23.07.08

Subscription

300,000

n/a 88.50p

n/a 300.4p

19.08.08

Subscription

29.08.08

Subscription

22,590

45,180

05.09.08

Subscription

33,895

n/a

88.50p

n/a 335.4p

n/a 324.4p

n/a 318.8p

19.09.08

24.09.08

Purchase

142,000

80,664

150.00p

1p 348.6p

Purchase

218,000

118,329

150.00p

321.0p

761,665

Michael Brown

05.09.08

Subscription

33,895

n/a 88.50p

n/a 318.8p

19.09.08

24.09.08

Purchase

355,000

198,950 153.30p

1p 348.6p

Purchase

147,090

77,396 153.30p

323.5p

535,985

Gerald Kaye

05.09.08

Subscription

33,895

n/a 88.50p

n/a 318.8p

19.09.08

24.09.08

Purchase

212,000 118,800

153.30p

1p 348.6p

Purchase 88,000

46,305

153.30p

323.5p

333,895

Jack Pitman

19.09.08

Subscription

108,406

n/a 156.00p

n/a 348.6p

19.09.08

Purchase

120,000

66,300 156.00p

1p 348.6p

24.09.08

Subscription

41,594

n/a

156.00p

24.09.08

Purchase 50,510

26,164

156.00p

n/a

323.5p

320,510

236

453

370

135

2,896

693

115

309

414

1,675

761

279

1,124

455

167

706

230

254

656

The market price of the ordinary shares at 31 March 2009 was 287.5p (2008: 376p). This market price varied between 233p and 398p
during the year.

The gain on exercise of share options includes a cash bonus of 20p per 1p share in accordance with the matter referred to under special
dividend below.

Special dividend
In order to compensate option holders for the payment of a special dividend or a distribution of capital, the Board has, under the terms of
the Helical Bar 1999 Share Option Scheme (“the Scheme”), the authority to adjust the number of shares subject to option or the exercise
price of those options.

The Group is currently unable to increase the number of shares under option in sufficient quantity to satisfy the requirement to compensate option
holders for the special dividend of 100p paid in April 2002. An adjustment to the exercise price of the existing options would result in an increased
national insurance cost to the Group. Accordingly, the Board has considered alternative ways of compensating option holders and, as a result,
the Group will compensate holders of options at the time the special dividend was declared, on the dates they exercise their options by 20p per
1p share (previously 100p per 5p share), equivalent to the special dividend.

In the year under review compensation of £638,411 was paid following the exercise of options over 3,192,055 1p shares.

Performance Share Plan
At the 2004 Annual General Meeting the Group received approval for the adoption of a Performance Share Plan (“PSP”).

General
The operation of the PSP is supervised by the Remuneration Committee (the “Committee”).

The PSP is capable of delivering shares to an executive after a period of not less than three years, other than in exceptional circumstances
and with the approval of the Committee, subject to meeting pre-specified performance targets.

Eligibility
All employees of the Group and its subsidiaries (including directors who are required to devote substantially the whole of their working time
to the business of the Group) who are not under notice nor within six months of any contractual retirement ages will be eligible to receive
invitations to participate in the PSP at the discretion of the Remuneration Committee.

Grant of awards
Awards may be made within the six weeks following approval at a general meeting, the announcement by the Group of its results for any
period, or the removal of any statutory or regulatory restriction which had previously prevented an award being granted or any other times
considered by the Remuneration Committee to be exceptional.

No awards may be made more than ten years after the adoption of the PSP by the Group. The Remuneration Committee will formally review the
operation of the PSP after no more than five years.

An award consists of the right to acquire shares in the Group for either no payment or payment of a nominal sum. Awards are neither
transferable nor pensionable.

Limit on individual participation
No awards may be granted over shares in any financial year whose value is greater than three times an employee’s annual rate of salary.

Exercise of awards
Other than in exceptional circumstances, an award will vest no earlier than the third anniversary of its grant to the extent that the applicable
performance conditions (see below) have been satisfied and the participant is still employed by the Group. Once exercisable, awards will
then remain capable of exercise for a period of normally no more than six months.

The Remuneration Committee has set demanding performance conditions for the vesting of shares. There are two performance conditions,
one based on absolute growth in the Group’s net asset value per share and the other based on the gross total property return per share
relative to other property funds as determined by IPD but excluding those funds worth less than £50m at the start of the three year period.
Performance will be measured over the three years following grant.

Participants will not normally be permitted to sell shares received through the PSP, other than to meet taxation (and national insurance
contributions) liabilities, until they own shares to the value of 2 x salary for directors and 1 x salary for other executives.

For the growth in net asset value, the “fully diluted triple net” net asset value as at the start of the financial year in which a grant takes place
will be compared to the value three years later (having added back dividends).

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Applicable conditions
(a) Absolute net asset value per share (having added back dividends) condition
Annual compound increase after three years

% of award vesting

15% p.a. or more

66.7

Between 7.5% p.a. and 15% p.a.

Pro rata between 6.7 and 66.7

7.5% p.a.

Below 7.5% p.a.

6.7

Zero

If UK inflation (RPI) is higher than 3% per annum over the three year period then the required compound increases will be raised by the
excess over the 3% per annum average.

(b) Total property return v IPD property funds condition

Ranking after three years

Upper quartile or above

Between median and upper quartile

Median

Less than median

% of award vesting

33.3

Pro rata between 3.3 and 33.3

3.3

Zero

Provided the net asset value per share (having added back dividends) increases over the three year period.

Share awards will be cancelled where the gross return falls below the IPD median and where the growth in triple net asset value is below
7.5% per annum over the three year period.

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Alignment with shareholders’ interests
The Remuneration Committee has analysed the potential gains that may be made by executives (directors and those below Board level)
through the PSP and other incentive arrangements currently in place. It has concluded that the share of the increase in the value of the
Group (measured as the increase in the net asset value plus cash returned as dividends to shareholders) that could accrue to all executives
through the Group’s long and short-term incentive and bonus plans (excluding gains on share options granted before December 2002) at
the point at which the maximum awards vest might be of the order of 20%. At this point, in absolute terms, the Group will have increased its
triple net asset value by at least 15% per annum with the Group’s relative performance placing it in the top quartile of IPD, over the three
year period.

Relationship to the Group’s share option schemes
The PSP has replaced future share option grants which will only be made in exceptional circumstances and only following consultation with
principal shareholders on the key terms of those options.

Vesting of Awards
During the year the performance conditions relating to the second award, granted on 6 July 2005, were considered. The three year performance
period to 31 March 2008 showed that the net asset value per share, calculated in accordance with the terms of the PSP, had increased by
18.4% p.a. During this three year period the total return of Helical’s property portfolio, as determined by IPD, had increased by 16.4% p.a.
compared to the upper quantile of the IPD Benchmark of 9.9%. Accordingly, the performance criteria applicable to this award were met and
the shares vested in full and 1,159,125 shares, after deduction of shares sold to pay income tax, were transferred to award holders on 19
September 2008. The value of the shares on that date which were attributable to the directors is included in the table of the Remuneration of
Directors on page 38.

The share of the increase in the value of the Group that accrued to all executives through the Group’s long and short-term incentive and bonus
plans over the three year performance period to 31 March 2008 was under 20%.

Awards made to directors under the terms of the PSP which have not yet vested are as follows:

Director

Michael Slade

Nigel McNair Scott

Gerald Kaye

Michael Brown

Matthew Bonning-Snook

Jack Pitman

Shares
awarded
04.07.06
at 368p

391,304

244,565

210,326

105,978

101,902

Shares
awarded
06.07.07
at 481p

187,110

124,740

171,518

n/a

146,570

Shares
awarded
14.07.08
at 276.25p

Total

325,792

904,206

217,195

586,500

298,643

n/a

680,487

210,326

255,204

507,752

255,204

503,676

Michael Brown resigned from the Board on 4 June 2009 and, as a consequence, the awards made on 6 July 2007 and 14 July 2008 will not
vest. It is expected that one third of the shares awarded on 4 July 2006 will vest at the end of the performance period on 4 July 2009. It is
currently expected that no shares will vest in respect of the share awards made on 6 July 2007 and 14 July 2008.

Helical Bar 2002 Approved Share Incentive Plan
On 24 July 2002 the shareholders approved the Helical Bar 2002 Approved Share Incentive Plan (the “Plan”). Under the terms of this Plan
employees of the Group are given up to £3,000 of free shares in any tax year. Participants in the Plan may purchase additional shares up to
a value of £1,500 which is matched in a ratio of 2:1 by the Group. Provided participants remain employed by the Group for a minimum of
three years they will retain the free and matching shares.

Shares allocated to, or purchased on behalf of, the directors under the rules of the Plan were as follows:

Michael Slade

Nigel McNair Scott

Gerald Kaye

Michael Brown

Matthew Bonning-Snook

Jack Pitman

Shares held by the Trustees of the Plan at 31 March 2009 were 250,000 (2008: 233,460).

Giles Weaver
Chairman

19 June 2009

2 July
2008
at 281.25p

30 September
2008

at 299.0p

6 January
2009
at 296.75p

1,867

520

516

520

486

485

486

482

486

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Report of independent auditor

To the Members of Helical Bar plc
We have audited the Group and Company financial statements (the
“financial statements”) of Helical Bar plc for the year ended
31 March 2009 which comprise the principal accounting policies,
the Consolidated Income Statement, the Group and Company balance
sheets, the Group and Company cash flow statements, the Group
and Company statements of recognised income and expense and
notes 1 to 36. These financial statements have been prepared
under the accounting policies set out therein. We have also audited
the information in the Directors’ Remuneration Report that is
described as having been audited.

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
auditors’ report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s members as a
body, for our audit work, for this report, or for the opinions we have
formed.

Respective responsibilities of directors and auditors
The directors’ responsibilities for preparing the Annual Report, the
Directors’ Remuneration Report and the financial statements in
accordance with applicable law and International Financial Reporting
Standards (IFRSs) as adopted for use in the European Union are set
out in the statement of directors’ responsibilities.

Our responsibility is to audit the financial statements and the part of
the Directors’ Remuneration Report to be audited in accordance
with relevant legal and regulatory requirements and International
Standards on Auditing (UK and Ireland).

We report to you our opinion as to whether the financial statements
give a true and fair view and whether the financial statements and
the part of the Directors’ Remuneration Report to be audited have
been properly prepared in accordance with the Companies Act 1985
and, as regards the Group financial statements, Article 4 of the IAS
Regulation. We also report to you whether in our opinion the
information given in the Directors’ Report is consistent with the
financial statements. The information given in the Directors’ Report
includes that specific information presented in the business review
that is cross-referred to in the principle activities section of the
Directors’ Report.

In addition we report to you if, in our opinion, 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 other
transactions is not disclosed.

We review whether the corporate governance statement reflects the
Company’s compliance with the nine provisions of the 2006 Combined
Code specified for our review by the Listing Rules of the Financial
Services Authority, and we report if it does not. We are not required
to consider whether the Board’s statements on internal control
cover all risks and controls, or form an opinion on the effectiveness
of the Group’s corporate governance procedures or its risk and
control procedures.

We read other information contained in the Annual Report and
consider whether it is consistent with the audited financial statements.
The other information comprises only the Chairman’s statement, the
Chief Executive’s statement, the business review, the Group’s approach
statement, the portfolio statistics, the property portfolio, the performance
and risk statement, the financial review, the corporate responsibility
statement, the details of the board and senior management, the
directors’ report, the corporate governance report and the un-audited
part of the directors’ remuneration report. We consider the implications
for our report if we become aware of any apparent misstatements or
material inconsistencies with the financial statements. Our
responsibilities do not extend to any other information.

Basis of opinion
We conducted our audit in accordance with International Standards
on Auditing (UK and Ireland) issued by the Auditing Practices Board.
An audit includes examination, on a test basis, of evidence relevant
to the amounts and disclosures in the financial statements and the
part of the Directors’ Remuneration Report to be audited. 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 Group’s
and 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 and the part of the Directors’ Remuneration Report
to be audited 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 and the part of the Directors’
Remuneration Report to be audited.

Opinion
In our opinion:

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– the financial statements give a true and fair view, in accordance

with IFRSs as adopted by the European Union, of the state of the
Group’s affairs as at 31 March 2009 and of its loss for the year
then ended;

– the Company financial statements give a true and fair view, in
accordance with IFRSs as adopted by the European Union, as
applied in accordance with the provisions of the Companies Act
1985, of the state of the Company’s affairs as at 31 March 2009;

– the financial statements and the part of the Directors’ Remuneration
Report to be audited have been properly prepared in accordance
with the Companies Act 1985 and, as regards the Group financial
statements, Article 4 of the IAS Regulation; and,

– the information given in the Directors’ Report is consistent with
the financial statements for the year ended 31 March 2009.

Separate opinion in relation to IFRSs
As explained in the notes to the Group financial statements, the
Group in addition to complying with its legal obligation to comply
with IFRSs as adopted by the European Union, has also complied
with the IFRSs as issued by the International Accounting Standards
Board.

In our opinion the Group financial statements give a true and fair view,
in accordance with IFRSs, of the state of the Group’s affairs as at
31 March 2009 and of its loss for the year then ended.

Grant Thornton UK LLP
Registered Auditors
Chartered Accountants

London

19 June 2009

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4

7
4

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Consolidated income statement

Helical Bar plc and subsidiary undertakings for the year ended 31 March 2009

Revenue

Net rental income

Development (losses)/profits

Trading losses

Share of results of joint ventures

Other operating income/(expense)

Gross profit before net loss on sale and revaluation of investment properties

Net loss on sale and revaluation of investment properties

Gain on sale of investments

Gross loss

Administrative expenses

Operating loss

Finance costs

Finance income

Change in fair value of derivative financial instruments

Foreign exchange gains

Loss before tax

Taxation on loss on ordinary activities

Loss after tax

– attributable to minority interests

– attributable to equity shareholders

Loss for the year

Basic loss per share

Diluted loss per share

Year ended
31.3.09
£000

Year ended
31.3.08
£000

Note

81,770

17,682

(7,704)

(514)

1,846

6,752

65,623

16,400

6,068

(29)

(98)

(315)

18,062

22,026

(66,670)

(32,790)

1,892

(46,716)

(8,090)

(54,806)

(9,718)

2,082

(13,412)

3,999

(10,764)

(13,659)

(24,423)

(3,033)

2,579

(1,270)

1,862

(71,855)

(24,285)

18,359

11,971

(53,496)

(12,314)

143

(53,639)

(53,496)

(56.6p)

(7)

(12,307)

(12,314)

(13.5p)

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Group and company balance sheets

Helical Bar plc and subsidiary undertakings at 31 March 2009

Note

Group
31.3.09
£000

Group
31.3.08
£000

Company
31.3.09
£000

Company
31.3.08
£000

Non-current assets

Investment properties

Owner occupied property, plant and equipment

Available-for-sale investments

Investment in subsidiaries

Investment in joint ventures

Goodwill

Deferred tax asset

Current assets

Land, developments and trading properties

Available-for-sale investments

Trade receivables and other receivables

Corporation tax receivable

Cash and cash equivalents

Total assets

Current liabilities

Trade payables and other payables

Borrowings

Non-current liabilities

Borrowings

Derivative financial instruments

Deferred tax provision

Total liabilities

Net assets

241,287

306,778

1,745

13,310

–

7,924

3,440

2,007

12,000

–

6,078

–

1,721

13,310

32,896

9,308

–

2,007

12,000

37,771

7,065

–

267,736

326,893

57,235

58,843

210,415

182,508

7,684

40,591

868

72,776

332,334

600,070

43,871

212

17,090

243,693

570,586

853

–

546

–

348,948

352,373

862

55,793

406,456

463,691

212

353,142

411,985

(51,215)

(48,155)

(99,370)

(66,551)

(50,238)

(193,015)

(197,963)

–

(2,508)

(116,789)

(193,015)

(200,471)

(249,297)

(172,362)

(27,007)

(14,337)

–

(263,634)

(363,004)

(925)

(11,851)

(185,138)

(301,927)

(2,776)

(3,218)

(33,001)

–

(2,824)

(226,016)

(203,295)

237,066

268,659

237,675

208,690

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Group and company balance sheets

Helical Bar plc and subsidiary undertakings at 31 March 2009

Equity

Called-up share capital

Share premium account

Revaluation reserve

Capital redemption reserve

Other reserves

Retained earnings

Own shares held

Group
31.3.09
£000

1,336

70,378

529

7,478

291

Group
31.3.08
£000

1,222

42,520

57,072

7,478

291

Company
31.3.09
£000

Company
31.3.08
£000

1,336

70,378

–

7,478

1,987

1,222

42,520

–

7,478

1,987

158,494

163,911

158,093

159,475

(1,597)

(3,992)

(1,597)

(3,992)

Note

Equity attributable to equity holders of the parent

236,909

268,502

237,675

208,690

Minority interests

Total equity

157

–

237,066

268,659

237,675

208,690

The financial statements were approved by the Board of Directors on 19 June 2009.

Michael Slade
Director

Nigel McNair Scott
Director

Group and company statements of
recognised income and expense

Helical Bar plc and subsidiary undertakings for the year ended 31 March 2009

(Loss)/profit for the year

Reclassification of prior year fair value adjustment realised in the year
on disposal of available-for-sale investments

Fair value movements on available-for-sale investments

Associated deferred tax on fair value movements

Exchange difference on retranslation of net investments in foreign operations

Total recognised income and expense for the year

– attributable to equity shareholders

– attributable to minority interest

Group
Year ended
31.3.09
£000

(53,496)

Group
Year ended
31.3.08
£000

(12,314)

Company
Year ended
31.3.09
£000

Company
Year ended
31.3.08
£000

7,157

7,284

(1,028)

5,170

(1,159)

(309)

(50,822)

(50,965)

143

(50,822)

–

9,974

(2,793)

–

(5,133)

(5,126)

(7)

(5,133)

(1,028)

2,546

(425)

–

8,250

–

9,974

(2,793)

–

14,465

–

8,250

14,465

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Group and company cash flow statements

Helical Bar plc and subsidiary undertakings for the year to 31 March 2009

Cash flows from operating activities
(Loss)/profit before tax
Depreciation
Revaluation loss on investment properties
Net interest payable
(Gain)/loss on sale of investments
(Gain)/loss on sales of investment properties
Loss on valuation of derivative financial instruments
Share based payment (credit)/charge
Non-cash share acquisition by ESOP
Share of results of joint ventures
Investment written off in the year
Other non-cash items
Cash flows from operations before changes in working capital
Change in trade and other receivables
Change in land, developments and trading properties
Change in trade and other payables
Cash (outflow)/inflow generated from operations
Finance costs
Finance income
Dividends from joint ventures
Tax received
Tax paid

Cash flows from operating activities
Cash flows from investing activities
Purchase of investment property
Sale of investment property
Purchase of investments
Sale of investments
Purchase of shares by ESOP
Sale of plant and equipment
Purchase of leasehold improvements, plant and equipment

Cash flows from financing activities
Issue of shares
Borrowings drawn down
Borrowings repaid
Equity dividends paid

Net increase in cash and cash equivalents
Cash and cash equivalents at 1 April
Cash and cash equivalents at 31 March

Group
Year to
31.3.09
£000

(71,855)
321
68,005
6,999
(1,892)
(1,335)
13,412
(1,363)
–
(1,846)
–
(448)
9,998
3,503
(23,632)
(8,688)
(18,819)
(16,992)
2,497
–
1,439
(331)
(13,387)
(32,206)

(15,024)
10,340
(5,048)
2,100
(3,107)
14
(77)
(10,802)

27,972
93,250
(18,398)
(4,130)
98,694
55,686
17,090
72,776

Group
Year to
31.3.08
£000

(24,285)
270
32,554
1,112
–
236
1,270
4,655
(3,859)
98
–
(71)
11,980
26,051
(65,031)
2,563
(24,437)
(12,987)
2,579
98
98
(3,198)
(13,410)
(37,847)

(26,760)
6,014
(8,080)
6,508
(5,273)
–
(1,973)
(29,564)

–
96,837
(11,644)
(4,081)
81,112
13,701
3,389
17,090

Company
Year to
31.3.09
£000

Company
Year to
31.3.08
£000

5,916
321
–
(5,665)
(1,892)
–
2,776
–
–
(2,243)
5,675
(796)
4,092
3,404
(307)
(4,851)
2,338
(1,597)
6,396
–
1,439
(89)
6,149
8,487

–
–
–
2,100
(3,107)
14
(53)
(1,046)

27,972
32,608
(8,109)
(4,130)
48,341
55,782
11
55,793

12,272
270
–
(114)
–
–
–
–
(3,859)
(484)
7,775
46
15,906
3,769
211
3,285
23,171
(514)
628
98
10
(3,198)
(2,976)
20,195

–
–
(1,126)
–
(5,273)
–
(1,973)
(8,372)

–
–
(7,742)
(4,081)
(11,823)
–
11
11

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Notes to the financial statements

1. Basis of preparation
These financial statements have been prepared in accordance with applicable International Financial Reporting Standards (“IFRS”),
including International Financial Reporting Interpretations Committee (“IFRIC”) interpretations as adopted by the European Union and as
issued by the International Accounting Standards Board (“IASB”).

The directors have taken advantage of the exemption offered by S.230 of the Companies Act 1985 not to present a separate income
statement for the parent company.

The financial statements have been prepared in Sterling (rounded to the nearest thousand) under the historical cost convention as modified
by the revaluation of investment properties, available-for-sale investments and derivative financial instruments. The measurement bases
and principal accounting policies of the Group are set out below. These accounting policies are consistent with those applied in the year to
31 March 2008, as amended to reflect any new Standards, Amendments to Standards and interpretations which are mandatory for the year
ended 31 March 2009.

Status of Adoption of Significant New or Amended IFRS Standards or Interpretations
The Group has not adopted any new or amended IFRS standards or interpretations in the year.

The following standards, interpretations and amendments have been issued but are not yet effective. They will be adopted at the point they
are effective:

IAS 1 Presentation of Financial Statements (revised 2007) (effective 1 January 2009)
IAS 23 Borrowing Costs (revised 2007) (effective 1 January 2009)
IAS 27 Consolidated and Separate Financial Statements (Revised 2008) (effective 1 January 2009)
Amendment to IFRS 2 Share-based Payments - Vesting Conditions and Cancellations (effective 1 January 2009)
Amendment to IAS 39 Financial Instruments: Recognition and Measurement - Eligible Hedged Items (effective 1 July 2009)
Amendment to IFRS 7 Financial Instruments: Disclosures - Improving Disclosures About Financial Instruments (effective 1 January 2009)
Embedded Derivatives - Amendments to IAS 39 and IFRIC 9 (effective for annual periods ending on or after 30 June 2009)
IFRS 3 Business Combinations (revised 2008) (effective 1 July 2009)
IFRS 8 Operating Segments (effective 1 January 2009)
IFRIC 15 Agreements for the Construction of Real Estate (effective 1 January 2009)
IFRIC 16 Hedges of a Net Investment in a Foreign Operation (effective 1 October 2008)

Helical does not anticipate any material impact on adopting the above other than in the presentation of accounts under the revised
requirements of IAS 1.

2. Principal accounting policies
Basis of consolidation
The Group financial statements consolidate those of Helical Bar plc (the “Company”) and all of its subsidiary undertakings (together the
“Group”) drawn up to 31 March 2009. Subsidiary undertakings are those entities over which the Group has the ability to govern the financial
and operating policies through the exercise of voting rights. Subsidiaries are accounted for under the purchase method and are held in the
Company balance sheet at cost and reviewed annually for impairment.

Joint Ventures are entities whose economic activities are controlled jointly by the Group and by other ventures independent of the Group and
are accounted for using the equity method of accounting. Under IFRS the Group’s share of the results and of the net assets of the joint
ventures are shown in the Income Statement and Consolidated Balance Sheet (“Balance Sheet”) respectively. Under IFRS the Company’s
cost of investment in joint ventures is shown in the Company Balance Sheet.

Associates are those entities over which the Group has significant influence but which are neither subsidiaries nor joint ventures.

Intra-group balances and any unrealised gains on transactions between the Company and its subsidiaries and between subsidiaries are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Going concern
The accounts have been prepared on a going concern basis as explained in the Financial Review on pages 23 to 25.

Revenue recognition
Rental income - rental income receivable is recognised in the Income Statement on a straight line basis over the lease term. Any incentive
for lessees to enter into a lease agreement and any costs associated with entering into the lease are spread over the same period.

Sale of goods - assets, such as trading properties, development sites and completed developments, are regarded as sold upon the transfer of
the significant risks and rewards of ownership to the purchaser, in accordance with IAS 18 Revenue. This occurs on exchange of unconditional
contracts for the sale of the site, on satisfaction of any and all conditions on a conditional contract for the sale of the site or on completion of
the contract on a conditional sale where those conditions are satisfied at completion. Measurements of revenue arising from the sale of such
assets is derived from the fair value of the consideration received in accordance with IAS 18 Revenue.

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Construction contracts - where an asset is constructed under a specific contract with a purchaser (a “pre-sold development”) the initial sale of the
site to that purchaser is recognised as a sale of goods in accordance with IAS 18 Revenue. The construction element of the contract is treated, for
the purposes of revenue recognition, as a construction contract in accordance with IAS 11 Construction Contracts. Revenue is recognised by
reference to the stage of completion which is typically determined by reference to project appraisals, normally supported by independent
valuation certificates provided by quantity surveyors. The Company’s principal other responsibility on pre-sold developments is the identification of
and agreement of terms with potential tenants of the completed building(s). The revenue recognition of this additional component of the funding
agreements is considered separately to reflect the substance of the transaction as the rendering of services, in accordance with IAS 18 Revenue.
The amount of revenue recognised is determined by reference to the percentage of the building(s) that are let.

Investment income - revenue in respect of investment and other income represents investment income, fees and commissions earned on
an accruals basis and the fair value of the consideration received/receivable on investments held for the short-term. Dividends are
recognised when the shareholders’ right to receive payment has been established. Interest income is accrued on a time basis, by reference
to the principal outstanding and the effective interest rate.

Share-based payments
The Group provides share-based payments in the form of share options, performance share plan awards and a share incentive plan. These
payments are discussed in greater detail in the Directors’ Remuneration Report on pages 36 to 42. The fair value of share-based payments
related to employees’ service are determined indirectly by reference to the fair value of the related instrument at the grant date. All share-
based payment arrangements granted after 7 November 2002 that had not vested prior to 1 January 2005 are recognised in the financial
statements. The Group uses the stochastic valuation model and the resulting value is amortised through the Consolidated Income
Statement (“Income Statement”) over the vesting period of the share-based payments.

For the performance share plan and share incentive plan awards, where non-market conditions apply, the expense is allocated, over the vesting
period, to the Income Statement based on the best available estimate of the number of awards that are expected to vest. Estimates are
subsequently revised if there is any indication that the number of awards expected to vest differs from previous estimates.

Depreciation
In accordance with IAS 40 Investment Property, depreciation is not provided for on freehold investment properties or on leasehold
investment properties. The Group does not own the freehold land and buildings which it occupies. Costs incurred in respect of leasehold
improvements to the Group’s head office at 11-15 Farm Street, London W1J 5RS are capitalised and held as short-term leasehold
improvements. Leasehold improvements, plant and equipment are stated at cost less accumulated depreciation and any recognised
impairment loss. Residual values are reassessed annually.

Depreciation is charged so as to write off the cost of assets less residual value, over their estimated useful lives, using the straight line
method, on the following basis:

Short leasehold improvements
Plant and equipment

– 10% or length of lease, if shorter
– 25%

Taxation
The taxation charge represents the sum of tax currently payable and deferred tax. The charge for current taxation is based on the results for
the year as adjusted for items which are non-assessable or disallowed. It is calculated using rates that have been enacted or substantively
enacted by the balance sheet date. Tax payable upon realisation of revaluation gains recognised in prior periods is recorded as a current tax
charge with a release of the associated deferred taxation.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the
financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet
liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to
the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. The measurement
of deferred tax assets and liabilities reflects the tax consequences of the manner in which Helical expects, at the balance sheet date, to recover
or settle the carrying amount of those assets and liabilities. Such assets and liabilities are not recognised if the temporary differences arise from
the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a
transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable
that sufficient taxable profits will be available to allow all or part of the assets to be recovered.

The deferred tax asset relating to share based payment awards reflects the estimated value of tax relief available on the vesting of the
awards at the balance sheet date.

Deferred tax is determined using tax rates that have been enacted or substantively enacted by the balance sheet date and are expected to
apply when the related deferred tax asset is realised or the deferred tax liability is settled. It is recognised in the Income Statement except
when it relates to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity.

The Group recognises a deferred tax liability for all taxable temporary differences associated with investments in subsidiaries, associates
and interests in joint ventures, except to the extent that both of the following conditions are satisfied:

a) the Group is able to control the timing of the reversal of the temporary difference; and,
b) it is probable that the temporary difference will not reverse in the foreseeable future.

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N

Dividends
Dividend distributions to the Company’s shareholders are recognised as a liability in the financial statements in the period in which
dividends are approved.

Investment properties
Investment properties are properties owned or leased by the Group which are held for long-term rental income and for capital appreciation.
Investment properties are initially recognised at cost, including associated transaction costs, and revalued at the balance sheet date to fair
value. These fair values are based on market values as determined by professionally qualified external valuers. In accordance with IAS 40,
investment properties held under leases are stated gross of the recognised finance lease liability.

Gains or losses arising from changes in the fair value of investment properties are included as gains or losses on revaluation in the Income
Statement of the period in which they arise.

In accordance with IAS 40, as the Group uses the fair value model, no depreciation is provided in respect of investment properties including
integral plant.

Property that is being constructed or developed for future use as an investment property, but which had not previously been classified as
such, is classified as investment property under development within property, plant and equipment. It is recognised initially at cost but is
subsequently remeasured to fair value at the balance sheet date. Any gain or loss on remeasurement is taken direct to equity unless any
loss in the period exceeds any net cumulative gain previously recognised in equity, in which case, the amount by which the loss in the period
exceeds the cumulative gain previously recognised is taken to the Income Statement. On completion, the property is transferred to
investment property with final remeasurement accounted for in accordance with this policy.

When the Group redevelops an existing investment property for continued future use as investment property, the property remains an investment
property measured at fair value and is not reclassified. Interest is capitalised before tax relief until the date of practical completion.

Gross borrowing costs associated with expenditure on properties under development or undergoing major refurbishment are capitalised.
The interest capitalised is calculated using the Group’s weighted average cost of borrowings. Interest is capitalised from the date of
commencement of the development work until date of practical completion.

Details of the valuation of investment properties can be found in note 15.

Goodwill
Goodwill, representing the excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired, is
capitalised and reviewed annually for impairment. Goodwill is carried at cost less accumulated impairment losses. Negative goodwill is
recognised immediately after acquisition in the Income Statement.

Land, developments and trading properties
Land, developments and trading properties held for sale are inventory and are included in the Balance Sheet at the lower of cost and net
realisable value.

Investments
Available-for-sale investments are revalued to fair value at the balance sheet date. Gains or losses arising from changes in fair value are
recognised directly in equity except to the extent that losses are attributable to impairment, in which case they are recognised in the Income
Statement. Upon disposal, accumulated fair value adjustments are included in the Income Statement.

Trade receivables
Trade receivables do not carry any interest and are stated initially at fair value and subsequently at amortised cost as reduced by
appropriate allowances for estimated irrecoverable amounts.

Cash and cash equivalents
Cash and cash equivalents are carried in the Balance Sheet at amortised cost. For the purposes of the cash flow statement, cash and cash
equivalents comprise cash in hand, deposits with banks, and other short-term, highly liquid investments with original maturities of three
months or less.

Trade and other payables
Trade and other payables are not interest bearing and are initially recognised at fair value and subsequently at amortised cost.

Borrowing and borrowing costs
Interest bearing bank loans and overdrafts are initially recorded at fair value, net of finance and other costs yet to be amortised.

Borrowing costs directly attributable to the acquisition and construction of new developments and investment properties are added to the
costs of such properties until the date of completion of the development or investment. After initial recognition borrowings are carried at
amortised cost.

Derivative financial instruments
Derivative financial assets and financial liabilities are recognised on the Balance Sheet when the Group becomes a party to the contractual
provisions of the instrument.

The Group enters into derivative transactions such as interest rate caps and floors in order to manage the risks arising from its activities.
Derivatives are initially recorded at fair value and are subsequently remeasured to fair value based on market prices, estimated future cash
flows and forward rates as appropriate. Any change in the fair value of such derivatives is recognised immediately in the Income Statement.

Further information on the categorisation of financial instruments can be found in note 23.

Leases
Leases are classified according to the substance of the transaction. A lease that transfers substantially all the risks and rewards of
ownership to the lessee is classified as a finance lease. All other leases are classified as operating leases.

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In accordance with IAS 40, finance leases of investment property are accounted for as finance leases and recognised as an asset and an
obligation to pay future minimum lease payments. The investment property asset is included in the balance sheet at fair value, gross of the
recognised finance lease liability. Lease payments are allocated between the liability and finance charges so as to achieve a constant
financing rate.

Foreign currencies
Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities in
foreign currencies are translated at the rates of exchange ruling at the balance sheet date. Non-monetary items that are measured at
historical cost in a foreign currency are translated at the exchange rate at the date of the transaction.

Any exchange differences arising on the settlement of monetary items or on translating monetary items at rates different from those at which they were
initially recorded are recognised in the Income Statement in the period in which they arise. Exchange differences on non-monetary items are recognised
in the statement of recognised income and expenses to the extent that they relate to a gain or loss on that non-monetary item which is included in the
statement of recognised income and expenses, otherwise such gains and losses are recognised in the income statement.

The assets and liabilities in the financial statements of foreign subsidiaries are translated at the rate of exchange ruling at the balance sheet date.
Income and expenses are translated at the actual rate. The exchange differences arising from the retranslation of the opening net investment in
subsidiaries are taken directly to retained earnings in equity. On disposal of a foreign operation the cumulative translation differences (including,
if applicable, gains and losses on related hedges) are transferred to the income statement as part of the gain or loss on disposal.

Net asset values per share
Net asset values per share have been calculated in accordance with the best practice recommendations of the European Public Real Estate
Association (“EPRA”).

(Loss)/earnings per share
(Loss)/earnings per share have been calculated in accordance with IAS 33 and the best practice recommendations of EPRA.

Employee Share Ownership Plan Trust
Shares held in the Helical Bar Employee Share Ownership Plan Trust (“ESOP”) are shown as a deduction in arriving at equity funds. Assets,
liabilities and reserves of the ESOP are included in the statutory headings to which they relate. Purchases and sales of own shares increase
or decrease the book value of “Own shares held” in the Balance Sheet. At each period end the Group assesses and recognises the fair value
of “Own shares held” and accounts for movement between book value and fair value as a reserves transfer.

Use of estimates and judgements
To be able to prepare accounts according to generally accepted accounting principles, management must make estimates and assumptions
that affect the asset and liability items and revenue and expense amounts recorded in the financial accounts. These estimates are based on
historical experience and various other assumptions that management and the Board of Directors believe are reasonable under the circumstances.
The results of these considerations form the basis for making judgements about the carrying value of assets and liabilities that are not
readily available from other sources.

Areas requiring the use of estimates and critical judgement that may significantly impact on the Group’s earnings and financial position are:
– revenue on construction contracts where the valuation is spread over the construction period using estimates of the final outcome (note 3);
– valuation of investment properties, where external valuers are used to provide third party valuations (note 15);
– valuation of recently acquired investment properties, where a directors’ valuation is used based on current market values (note 15);
– calculation of deferred tax liabilities, where indexation is used to reduce the provision for deferred tax on revaluation surpluses (note 11);
– recognition of share-based payments which is dependent upon the estimated number of performance share plan awards that will vest at

the end of the performance periods (note 31);

– calculation and assessment of recoverability of deferred tax assets, where it has been assumed that the performance share plan awards

will be tax deductible on the vesting of the share awards (note 11);

– valuation of the investment in Quotient Bioscience Group Limited, which is based on a valuation method (note 18);
– valuation of the investment in a property developer which is based on a valuation method (note 18);
– use of the euro as of the functional currency of the operations in Poland; and
– directors’ valuation of land, development and trading properties include subjective assumptions including the result of future planning

decisions and future sales values and timings (note 22).

3. Segmental information

Revenue

Rental income

Trading property sales

Developments

Other

Revenue

Investment
and trading
Year ended
31.3.09
£000

19,989

–

19,989

Developments
Year ended
31.3.09
£000

792

–

54,097

54,889

Total
Year ended
31.3.09
£000

20,781

–

54,097

74,878

6,892

81,770

Investment
and trading
Year ended
31.3.08
£000

18,284

115

–

18,399

–

Developments
Year ended
31.3.08
£000

Total
Year ended
31.3.08
£000

–

40,585

–

18,284

115

40,585

58,984

6,639

65,623

18,399

40,585

All revenue is attributable to continuing operations.

Revenue for the year comprises revenue from construction contracts of £16,251,000 (2008: £16,832,000), revenue from the sale of goods
of £15,993,000 (2008: £18,882,000) and revenue from services of £28,745,000 (2008: £4,986,000), rental income of £20,781,000
(2008: £18,284,000) and income from the sale of investments of £nil (2008: £6,639,000).

3. Segmental information (continued)

Profit before tax

Net rental income

Development (loss)/profit

Trading losses

Share of results of joint ventures

Loss on sale and revaluation
of investment properties

Gain on sale of investments

Other operating income/(expense)

Gross loss

Unallocated administrative expenses

Unallocated net finance income/(costs)

Loss before tax

Balance sheet

Investment properties

Land, development and
trading properties

Investment
and trading
Year ended
31.3.09
£000

17,008

–

(514)

(332)

(66,670)

(50,508)

Developments
Year ended
31.3.09
£000

674

(7,704)

–

2,178

–

(4,852)

Total
Year ended
31.3.09
£000

17,682

(7,704)

(514)

1,846

(66,670)

(55,360)

1,892

6,752

(46,716)

(8,090)

(17,049)

(71,855)

31.3.09
£000

241,287

878

242,165

31.3.09
£000

–

241,287

209,537

210,415

451,702

Borrowings

(185,718)

(111,734)

(297,452)

Unallocated assets

Unallocated liabilities

Net assets

56,447

97,803

154,250

148,368

(65,552)

237,066

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N

Investment
and trading
Year ended
31.3.08
£000

16,400

–

(29)

(98)

(32,790)

(16,517)

Developments
Year ended
31.3.08
£000

–

6,068

–

6,068

Total
Year ended
31.3.08
£000

16,400

6,068

(29)

(98)

(32,790)

(10,449)

–

(315)

(10,764)

(13,659)

138

(24,285)

31.3.08
£000

306,778

1,390

308,168

(141,247)

166,921

31.3.08
£000

–

306,778

181,118

182,508

489,286

(81,353)

(222,600)

99,765

266,686

81,300

(79,327)

268,659

Investment properties are owned or leased by the Group for long-term income and for capital appreciation, trading properties are owned or leased with the
intention to sell and development properties include sites, developments in the course of construction and completed developments available for sale.

4. Net rental income

Gross rental income

Rents payable

Other property outgoings

Net rental income

5. Development profits

Development revenue

Cost of sales

Sales expenses

Provision against book values

Development (losses)/profits

Year ended
31.3.09
£000

20,781

(12)

(3,087)

17,682

Year ended
31.3.09
£000

54,097

(26,274)

(6,141)

(29,386)

(7,704)

Year ended
31.3.08
£000

18,284

(42)

(1,842)

16,400

Year ended
31.3.08
£000

40,585

(33,255)

(877)

(385)

6,068

Within other operating income of £6,752,000 (2008: expense of £315,000) is £6,642,000 relating to contributions from joint venture partners and
tenants against the write-down of development stock (2008: £nil).

6. Trading losses

9
0
0
2
s
t
n
u
o
c
c
a
&

t
r
o
p
e
r

c
l
p
r
a
B

a
c
i
l

e
H
s
t
n
e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

Trading property sales

Cost of sales

Sales expenses

Provision against book values

Trading losses

7. Net loss on sale and revaluation of investment properties

Net proceeds from the sale of investment properties

Book value (note 15)

Gain/(loss) on sale of investment properties

Revaluation deficit on investment properties

Loss on sale and revaluation of investment properties

8. Administrative expenses

Administrative expenses

Operating loss is stated after:

Staff costs during the year:

– salaries and other remuneration

– social security costs

– other pension costs

Depreciation:

– owner occupied property, plant and equipment

Share-based payments (credit)/charge

Auditors’ remuneration:

– audit of parent company and consolidated financial statements

– audit of company’s subsidiaries

– interim audit of consolidated financial statements

– financial assistance

– internal controls review

– financial accounts review

– PSP review

Year ended
31.3.09
£000

Year ended
31.3.08
£000

–

(514)

115

(143)

(1)

–

(29)

Year ended
31.3.09
£000

Year ended
31.3.08
£000

10,340

(9,005)

1,335

(68,005)

(66,670)

6,014

(6,250)

(236)

(32,554)

(32,790)

Year ended
31.3.09
£000

Year ended
31.3.08
£000

(8,090)

(13,659)

4,368

506

4,951

321

(425)

163

–

3,765

1,033

238

5,036

270

4,208

135

–

Details of the remuneration of Directors amounting to £15,332,000 (2008: £14,048,000) are included in the Directors’ Remuneration Report
on pages 36 to 42. The amount of the share-based payments credit relating to share awards made to Directors is £348,000 (2008: charge
£3,660,000).

Other pension costs relate to payments to individual pension plans.

The average number of employees (management and administration) of the Group during the year was 24 (2008: 24).

9. Finance costs and finance income

Interest payable on bank loans and overdrafts

Other interest payable and similar charges

Finance arrangement costs

Interest capitalised

Finance costs

Interest receivable and similar income

Finance income

Year ended
31.3.09
£000

Year ended
31.3.08
£000

(15,890)

(11,901)

(362)

(321)

6,855

(9,718)

2,082

(265)

(163)

9,296

(3,033)

2,579

All interest payable relates to interest on borrowings and all interest receivable relates to interest on cash and cash equivalents.

On projects where specific third party loans have been arranged, interest has been capitalised at the rate for the individual loan. The weighted
average capitalised interest rate of such loans was 6.04% (2008: 6.90%). Where general finance has been used to fund the acquisition and
construction of properties the rate used was a weighted average of the financing costs for the applicable borrowings of 6.15% (2008: 8.04%).

10. Taxation on loss on ordinary activities

The tax credit is based on the loss for the year and represents:

United Kingdom corporation tax at 28% (2008: 30%)

– Group corporation tax

– adjustment in respect of prior periods

Current tax credit

Deferred tax at 28% (2008:28%) – capital allowances

– revaluation deficits

– tax losses

– other temporary differences

Deferred tax

Tax credit on loss on ordinary activities

Year ended
31.3.09
£000

Year ended
31.3.08
£000

–

1,915

(480)

12,566

5,285

(927)

16,444

18,359

(1,160)

1,492

332

(560)

10,990

–

1,209

11,639

11,971

9
0
0
2
s
t
n
u
o
c
c
a
&

t
r
o
p
e
r

c
l
p
r
a
B

a
c
i
l

e
H
s
t
n
e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

9
0
0
2
s
t
n
u
o
c
c
a
&

t
r
o
p
e
r

c
l
p
r
a
B

a
c
i
l

e
H
s
t
n
e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

10. Taxation on loss on ordinary activities (continued)
Factors affecting the tax credit for the period:

The tax assessed for the period is lower than the standard rate of corporation tax in the UK (28%). The differences are explained below:

Loss on ordinary activities before tax

Year ended
31.3.09
£000

Year ended
31.3.08
£000

(71,855)

(24,285)

Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 28% (2008: 30%)

20,119

7,285

Effect of:

– payment for use of tax losses

– expenses not deductible for tax purposes

– income not subject to UK corporation tax

– capital allowances not reflected through deferred tax

– tax relief on share awards

– tax losses utilised

– operating profit of joint ventures

– prior year adjustment

– revaluation deficit not recognised through deferred tax

– other temporary differences

Total tax credit for the period

–
(390)
2,288
–
(1,351)
2,257
–
1,915
(6,475)
(4)
18,359

(905)

(958)

–

907

2,963

795

(29)

1,492

–

421

11,971

Factors that may affect future tax charges
The tax charge is expected to be less than the full rate in future years, primarily due to the Group continuing to claim allowances in respect
of eligible expenditure on investment properties and unrealised capital losses at 31 March 2009 of £16.4m.

11. Deferred tax
Deferred tax provided for in the financial statements is set out below:

Capital gains

Capital allowances

Available-for-sale assets

Tax losses

Other temporary differences

Group
31.3.09
£000

–
3,205
3,218
(5,579)
(4,284)
(3,440)

Group
31.3.08
£000

12,566

2,728

2,793

–

(6,236)

11,851

Company
31.3.09
£000

–
179
3,218
(179)
–
3,218

Company
31.3.08
£000

–

2,793

–

2,824

Other temporary differences represent deferred tax assets arising from the recognition of the fair value of derivative financial instruments
and future tax relief available to the Group from capital allowances and when share awards vest.

If upon sale of the investment properties the Group retained all the capital allowances, the deferred tax provision in respect of capital
allowances of £3.2m (2008: £2.7m) would be released and further capital allowances of £11.8m (2008: £9.2m) would be available to
reduce future tax liabilities.

12. Dividends paid

Attributable to equity share capital

Ordinary

– interim paid of 1.75p (2008: 1.75p) per share

– prior period final paid of 2.75p (2008: 2.75p) per share

Total dividends paid in year – 4.50p (2008: 4.50p) per share

Year ended
31.3.09
£000

Year ended
31.3.08
£000

1,640
2,490
4,130

1,613

2,468

4,081

The interim dividend of 1.75p was paid on 23 December 2008 to shareholders on the register on 5 December 2008. The final dividend, if
approved at the AGM on 22 July 2009, will be paid on 24 July 2009 to shareholders on the register on 3 July 2009. This final dividend,
amounting to £2,881,000, representing 2.75p per share, has not been included as a liability at 31 March 2009.

13. Parent company
The Company has taken advantage of Section 230 of the Companies Act 1985 and has not included its own income statement in the
financial statements. The profit for year of the Group was £7,157,000 (2008: £7,284,000).

14. (Loss)/earnings per share
The calculation of the basic loss per share is based on the loss attributable to ordinary shareholders divided by the weighted average number
of shares in issue during the year. This is a different basis to the net asset per share calculations which are based on the number of shares
at the year end. Shares held by the ESOP, which has waived its entitlement to receive dividends, are treated as cancelled for the purposes
of this calculation.

The calculation of diluted loss per share is based on the basic loss per share, adjusted to allow for the issue of shares on the assumed
exercise of all dilutive options.

The (loss)/earnings per share are calculated in accordance with IAS 33 and the best practice recommendations of the European Public Real
Estate Association (“EPRA”).

Reconciliations of the (loss)/earnings and weighted average number of shares used in the calculations are set out below.

Ordinary shares in issue

Weighting adjustment

Weighted average ordinary shares in issue for calculation of basic and diluted earnings per share

Weighted average ordinary shares issued on exercise of share options

Weighted average ordinary shares to be issued on exercise of share options

Weighted average ordinary shares to be issued under performance share plan

Weighted average ordinary shares in issue for calculation of diluted EPRA earnings per share

Year ended
31.3.09
000s

107,087
(12,242)
94,845
804
703
918
97,270

Year ended
31.3.08
000s

95,732

(4,289)

91,443

461

2,919

2,929

97,752

9
0
0
2
s
t
n
u
o
c
c
a
&

t
r
o
p
e
r

c
l
p
r
a
B

a
c
i
l

e
H
s
t
n
e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

Loss used for calculation of basic and diluted earnings per share

(53,639)

(12,307)

Basic loss per share

Diluted loss per share

Loss used for calculation of basic and diluted earnings per share

Net loss on sale and revaluation of investment properties

Fair value movement on derivative financial instruments

Deferred tax in respect of investment properties

Deferred tax in respect of capital allowances

Gain on disposal of investment

Earnings used for calculation of adjusted earnings per share

Diluted EPRA earnings per share

(56.6p)

(13.5p)

(56.6p)

(13.5p)

(53,639)
66,670
13,412
(12,566)
480
(1,892)
12,465

(12,307)

32,790

1,270

(10,990)

560

–

11,323

12.8p

11.6p

In accordance with IAS 33 on Earnings per share, no weighting adjustments have been made for share awards in existence during the years
to 31 March 2009 and 31 March 2008 as losses were made during those years making the adjustments anti-dilutive. Accordingly, the basic
and diluted losses per share for each year are the same.

Diluted EPRA earnings per share excludes from earnings the IFRS effects of including the loss on sale and revaluation of investment
properties (net of tax) and fair value movement on derivative financial statements.

15. Investment properties

9
0
0
2
s
t
n
u
o
c
c
a
&

t
r
o
p
e
r

c
l
p
r
a
B

a
c
i
l

e
H
s
t
n
e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

Group

Fair value at 1 April

Property acquisitions

Properties transferred from land
trading and development properties

Disposals

Revaluation deficit

Fair value at 31 March

Freehold
31.3.09
£000

Leasehold
31.3.09
£000

Total
31.3.09
£000

Freehold
31.3.08
£000

Leasehold
31.3.08
£000

Total
31.3.08
£000

246,301

15,325

1,514

(9,005)

(58,773)

195,362

60,477

686

–

(15,238)

45,925

306,778

16,011

1,514

(9,005)

(74,011)

241,287

253,696

30,974

–

(6,250)

(32,119)

246,301

62,329

316,025

627

31,601

–

(2,479)

60,477

(6,250)

(34,598)

306,778

The revaluation deficit of £74,011,000 (2008: £34,598,000) consists of the Group’s share of £68,005,000 (2008: £32,554,000) and the
share attributable to profit share partners of £6,006,000 (2008: £2,044,000).

A disposal of the investment property portfolio at its stated fair value would crystallise a payment due to the Group’s joint venture partners in
respect of their share of the revaluation surplus of £nil (2008: £6.0m).

Interest capitalised during the year in respect of the refurbishment of investment properties amounted to £1,065,000
(2008: £2,634,000).

Interest capitalised in respect of the refurbishment of investment properties is included in investment properties to the extent of
£6,205,000 (2008: £5,140,000).

Investment properties with fair value of £233,798,000 were held as security against borrowings.

Properties are stated at market value as at 31 March 2009, valued by professionally qualified external valuers except for investment
properties valued by the Directors. The valuations have been prepared in accordance with the Valuation Standards (6th edition) published by
the Royal Institution of Chartered Surveyors (“the Standards”). In their valuation reports, the valuers have noted, in accordance with
Guidance Note 5 of the Standards, that the primary source of evidence for valuations is recent, comparable market transactions on arms
length terms. The current economic environment means that there have been fewer transactions and, consequently, there is a greater
degree of uncertainty in respect of the figures reported by our valuers. Until the number and consistency of comparable transactions
increases, this situation is likely to remain. The Directors have valued £4.7m (2%) of the investment portfolio on the same basis.

The investment properties have been valued at 31 March 2009 as follows:

Cushman & Wakefield LLP

Jones Lang LaSalle

Drivers Jonas LLP

Directors’ valuation

£000

191,650

40,000

4,900

4,737

241,287

The net deficit arising of £68,005,000 (2008: £32,554,000) has been transferred to the revaluation reserve.

The historical cost of investment property is £240,583,000 (2008: £237,838,000).

16. Operating lease arrangements
The Group earns rental income by leasing its investment properties to tenants under non-cancellable operating leases. At the balance sheet
date the Group had contracted with tenants to receive the following future minimum lease payments:

Not later than one year

Later than one year but not more than five years

More than five years

The Company has no operating lease arrangements.

Group
31.03.09
£000

17,715

49,037

50,367

Group
31.03.08
£000

18,583

58,179

59,022

117,119

135,784

17. Owner occupied property, plant and equipment – Group

Cost at 1 April

Additions at cost

Disposals

Cost at 31 March

Depreciation at 1 April

Provision for the year

Eliminated on disposals

Depreciation at 31 March

Net book amount at 31 March

Short
leasehold
improvement
31.3.09
£000

Plant and
equipment
31.3.09
£000

2,033

–

2,071

328

190

–

518

1,553

587

(72)

554

285

131

(54)

362

192

Total
31.3.09
£000

2,620

(72)

2,625

613

321

(54)

880

1,745

Short
leasehold
improvement
31.3.08
£000

Plant and
equipment
31.3.08
£000

646

1,734

(347)

2,033

552

123

(347)

328

1,705

778

239

(430)

587

521

147

(383)

285

302

Total
31.3.08
£000

1,424

1,973

(777)

2,620

1,073

270

(730)

613

2,007

Plant and equipment include vehicles, fixtures and fittings and other office equipment.
All short leasehold improvement, plant and equipment relates to the Company except for plant and equipment with a net book value of
£24,000 as at 31 March 2009.

18. Available-for-sale investments

At 1 April 2008

Additions

Disposals

Fair value adjustments

At 31 March 2009

Non-Current

Group
£000

12,000

–

(1,236)

2,546

13,310

Company
£000

12,000

–

(1,236)

2,546

13,310

Group
£000

5,048

–

2,624

7,684

Current

Company
£000

–

9
0
0
2
s
t
n
u
o
c
c
a
&

t
r
o
p
e
r

c
l
p
r
a
B

a
c
i
l

e
H
s
t
n
e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

Included in non-current available-for-sale investments is a 22% shareholding in Quotient Biosciences Group Limited (“Quotient”), a private
bioscience company. Quotient is accounted for as an investment as Helical believes that despite the level of its shareholding it does not
have significant influence as it is not represented on the board of Quotient and has no influence over its operational and financial decisions.
The valuation of the investment in Quotient was determined using a valuation technique as there is no active market for the shares. The
valuation for one part of the business is based on the sales price of a similar business. Due to the movement in market conditions and
difference in the technology involved the sales price was discounted by 60%.
For the remainder of the business the valuation was derived from the earnings for the year to 31 March 2009 and an earnings multiple for
the business based on the sales values of similar businesses within the biosciences sector.
The increase in the valuation of the investment in Quotient has been recognised as a movement in reserves and in the statement of
recognised income and expense as has the associated movement in deferred tax.
During the year the Group sold a tenth of its holding in Quotient for £2,100,000 generating a profit on cost of £1,892,000 and £864,000 on
carrying value.
It was believed that the correct discount factor should be within the range of 50% to 60%. The discount factor of 60% was deemed to be the
most appropriate discount factor. However, had the discount factor been 50% the value of the investment would have been £1,455,000
greater and the shareholder funds would have been increased by £1,048,000.
The earnings multiple was calculated from the sales values of other similar businesses. The multiple chosen was in the middle of the
range of multiples identified. Had the earnings multiple been at the bottom of the range the value of the investment would have been
£958,000 lower and the shareholder funds would have been reduced by £690,000. Had the earnings multiple been at the top of the
range the value of the investment would have been £574,000 greater and the shareholder funds would have been increased by
£413,000.
Included within current available-for-sale investments is an amount lent to a company promoting a mainly residential mixed-use development.
On repayment of this loan the Group is entitled to 10% of the equity of the counterparty. In addition, Helical has two options to purchase
additional shares for a pre-determined price, which are held at fair value with any movement being recognised in the Income Statement.
The loan and the right to the equity have been classed as available-for-sale investments and are held at fair value. The Group has determined
its fair value by considering both the loan and the equity element separately. The loan element has been valued at the fair value of the
consideration receivable. The equity element has been given a nil value with the Group valuing the underlying company on a break up basis
at nil as they believe this is the most probable outcome. The underlying company has been valued at nil as in the event of the break-up of
the Company, the Group believe that the value of the property and any other of the Company’s assets, after the repayment of the loan
payable to the Group, would be required to repay the outstanding creditors leaving negligible value to the shareholders. For this reason the
two options have also been valued at £nil.
The movement in the value of the available-for-sale investments and the associated deferred tax movement have been recognised as
movements in reserves.

19. Investment in subsidiaries

9
0
0
2
s
t
n
u
o
c
c
a
&

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o
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e
r

c
l
p
r
a
B

a
c
i
l

e
H
s
t
n
e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

At 1 April

Acquired during year

Impairment in the carrying value of investments

At 31 March

Group
31.3.09
£000

Group
31.3.08
£000

–
–
–
–

–

Company
31.3.09
£000

37,771
800
(5,675)
32,896

Company
31.3.08
£000

15,300

30,246

(7,775)

37,771

The Company’s principal subsidiary undertakings, all of which have been consolidated, are:

Name of undertaking
Albion Land (Bushey Mill) Ltd
Baylight Developments Ltd*
Chancerygate (Cowley) Ltd
Chancerygate (Kidlington) Ltd
Chancerygate (Southall) Ltd
Chancerygate (Southampton) Ltd
Chancerygate (Stockport) Ltd
Cranmer Investments (Whitstable) Ltd
Dencora (Docklands) Ltd
Dencora (Fordham) Ltd
Downtown Space Properties LLP
Harbour Developments (Bracknell) Ltd
HB Sawston No. 3 Ltd
Helical (Aldridge) Ltd
Helical (Ashford) Ltd
Helical Bar Developments (South East) Ltd
Helical Bar (East Grinstead) Ltd
Helical Bar (Great Dover Street) Ltd
Helical Bar (Hawtin Park No. 3) Ltd
Helical Bar (Rex House) Ltd
Helical Bar Services Ltd
Helical Bar (Wales) Ltd*
Helical Bar (White City) Ltd
Helical (Battersea) Ltd
Helical (Bramshott Place) Ltd
Helical (Cardiff) Ltd
Helical (Crawley) Ltd
Helical (Exeter) Ltd
Helical (Faygate) Ltd
Helical (Fleet) No. 2 Ltd*
Helical (Glasgow) Ltd
Helical (Hailsham) Ltd
Helical (Liphook) Ltd
Helical (Milton) Ltd
Helical Opole Sp. z.o.o.*
Helical (Paignton) Ltd
Helical Retail Ltd
Helical Retail (RBS) Ltd*
Helical (Sevenoaks) Ltd
Helical Sosnica Sp. z.o.o.*
Helical (Telford) Ltd
Helical (Winterhill) Ltd
Helical Wroclaw Sp. z.o.o.*
Prescot Street Investments Ltd
14 Fieldgate Street Ltd
61 Southwark Street Ltd*

Nature of business
Development
Investment
Development
Development
Development
Development
Development
Development
Investment
Investment
Development
Development
Investment
Investment
Investment
Development
Investment
Investment
Investment
Investment
Management Services
Investment
Development
Investment
Development
Investment
Investment
Development
Development
Investment
Investment/Trading
Development

Development (Jersey)

Development
Development (Poland)
Investment
Development
Development
Investment
Development (Poland)
Development
Investment
Development (Poland)
Investment
Development
Investment

Percentage of ordinary
share capital held
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
70%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%

All principal subsidiary undertakings operate in the United Kingdom and, unless otherwise indicated, are incorporated and registered in
England and Wales. A full list of all subsidiaries is lodged with the Annual Return at Companies House.

*Ordinary capital is held by a subsidiary undertaking.

Investments in subsidiaries have been impaired based on a review of their fair value at the balance sheet date. A review of the fair value of
the investments is undertaken periodically. The fair value of the investment in subsidiaries is based on the value of the subsidiaries
underlying assets.

9
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a
B

a
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i
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H
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m
e
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a
t
s

l
a
i
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a
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i
f
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h
t
o
t

s
e
t
o
N

20. Investment in joint ventures

Summarised income statements

Revenue

Operating profit

Net finance costs

Profit/(loss) before tax

Tax

Profit/(loss) after tax

Summarised balance sheets

Non-current assets

Current assets

Current liabilities

Non-current liabilities

Net assets

Group
31.3.09
£000

2,595

1,862

(16)

1,846

–

1,846

22,677

(14,784)

–

7,924

Group
31.3.08
£000

16,450

233

(331)

(98)

–

(98)

30,919

(7,432)

(17,490)

6,078

The cost of the Company’s investment in joint ventures was £150,000 (2008: £150,000).

The Group did not have any contingent liabilities relating to its joint ventures (2008: £nil) and the joint venture companies did not have any
contingent liabilities (2008: £nil) at the balance sheet date.

At 31 March 2009 the Group and the Company had interests in the following joint venture companies:

Country of
incorporation

Class of share
capital held

Proportion held
Group

Proportion held
Company

Nature of
business

Abbeygate Helical (Leisure Plaza) Ltd

Abbeygate Helical (Winterhill) Ltd

Abbeygate Helical (C4.1) LLP

The Asset Factor Ltd

Shirley Advance LLP

King Street Developments (Hammersmith) Ltd

United
Kingdom

Ordinary

n/a

Ordinary

n/a

Ordinary

50%

21. Goodwill

Cost at 1 April

Additions

Cost at 31 March

Impairment at 1 April

Impairment for the year

Impairment at 31 March

Fair value at 31 March

Property
– development

50%

Outsourcing

Property
– development

Group
31.3.09
£000

1,515

–

1,515

1,485

–

1,485

Group
31.3.08
£000

1,515

–

1,515

1,485

–

1,485

The carrying values of the Group’s goodwill is reassessed at least annually or whenever events or changes in circumstances indicate that the
carrying value may not be recoverable. If analysis indicates that the carrying value is too high, then this is reduced to its recoverable amount
which is the higher of fair value and its value in use.

22. Land, developments and trading properties

9
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a
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t
s

l
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a
n
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f
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t
o
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s
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t
o
N

Development sites

Properties held as trading stock

Group
31.3.09
£000

209,537

878

210,415

Group
31.3.08
£000

181,118

1,390

182,508

Company
31.3.09
£000

Company
31.3.08
£000

853

–

853

546

–

546

The directors’ valuation of trading and development stock shows a surplus of £45m above book value (2008: surplus £43m).

Interest capitalised in respect of the development of sites is included in stock to the extent of £8,749,000 (2008: £11,636,0000).

Interest capitalised during the year in respect of development sites amounted to £5,790,000 (2008: £6,661,000). Capitalised interest
previously provided for but reinstated during the year amounted to £nil (2008: £452,000).

Development sites and properties held as trading stock were impaired during the year by £29,386,000 and £514,000 respectively. The fair
value of the impaired development sites and properties held as trading stock at 31 March 2009 was £60,172,000 and £850,000
respectively.

Land, developments and trading properties with carrying value of £159,602,000 were held as security against borrowings.

23. Financial instruments
Financial assets and liabilities by category
The financial instruments of the Group as classified in the financial statements as at 31 March can be analysed under the following IAS 39
categories:

Financial assets

Loans and receivables

Available-for-sale financial assets

Total financial assets

Group
31.3.09
£000

113,392

20,994

134,386

These financial assets are included in the balance sheet within the following headings:

Available-for-sale investments

Trade receivables and other receivables

Corporation tax receivable

Cash and cash equivalents

Total financial assets

Group
31.3.09
£000

20,994

39,748

868

72,776

134,386

Group
31.3.08
£000

59,689

12,012

71,701

Group
31.3.08
£000

12,012

42,387

212

17,090

71,701

Company
31.3.09
£000

Company
31.3.08
£000

403,507

352,228

13,310

12,000

416,817

364,228

Company
31.3.09
£000

13,310

Company
31.3.08
£000

12,000

346,852

352,005

862

55,793

212

416,817

364,228

Financial assets are stated in accordance with IAS32.

For fair value of available-for-sale investments see note 18. Derivative financial instruments are shown at fair value. The carrying value of the
trade receivables and other receivables and cash and cash equivalents is deemed not to be materially different from the fair value.

Financial liabilities

At fair value through income statement

Other financial liabilities

Total financial liabilities

Group
31.3.09
£000

(14,337)

(337,263)

(351,600)

Group
31.3.08
£000

(925)

(279,889)

(280,814)

Company
31.3.09
£000

(2,776)

Company
31.3.08
£000

–

(220,022)

(199,551)

(222,798)

(199,551)

23. Financial instruments (continued)
These financial liabilities are included in the balance sheet within the following headings:

Trade payables and other payables

Borrowings - current

Borrowings - non current

Derivative financial instruments

Total financial liabilities

Group
31.3.09
£000

(39,811)

(48,155)

Group
31.3.08
£000

(57,289)

(50,238)

Company
31.3.09
£000

Company
31.3.08
£000

(193,015)

(197,043)

–

(2,508)

(249,297)

(172,362)

(14,337)

(925)

(27,007)

(2,776)

–

(351,600)

(280,814)

(222,798)

(199,551)

The carrying value of trade payables and other payables and borrowings is not deemed to be materially different from the fair value.
Derivative financial instruments are shown at their fair value. Financial liabilities are stated in accordance with IAS32.

Derivative financial instruments

Interest rate swaps

Interest rate caps

Interest rate floors

Other

Group
Year ended
31.3.09
£000

(11,561)

153

(2,929)

–

(14,337)

Group
Year ended
31.3.08
£000

(706)

–

(220)

(925)

Company
Year ended
31.3.09
£000

Company
Year ended
31.3.08
£000

–

153

(2,929)

–

(2,776)

–

9
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a
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a
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s

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a
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f
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t
o
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s
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t
o
N

The movement in the fair value of the derivative financial instruments in the year was a loss of £13,412,000 (2008: £1,270,000).

Credit risk
Credit risks arise from the possibility that customers may not be able to settle their obligations as agreed. To manage this risk the Group
periodically assesses the financial reliability of customers, taking into account the financial position, past experience and other factors.
As at 31 March 2009 Helical has total credit risk excluding cash of £61.6m of which £21.0m is available-for-sale assets and £40.6m is
loans and receivables. Available-for-sale assets are analysed in note 18.
Of the trade receivables held at 31 March 2009, £8.9m is due from a business partner which has security on a property which is deemed to
be worth more than the debt, £2.3m is due on development sales in Southall for which monies were received on 15 April 2009 and a further
£2.7m related to rent due from tenants which is deemed recoverable.
All other debtors are deemed to be recoverable.
For further information on trade and other receivables, see note 24.

Liquidity risk
Liquidity risk is defined as the risk that the Group would not be able to settle or meet its obligations on time or at a reasonable price.
Liquidity and funding risks, related processes and policies are overseen by management.
Helical manages its liquidity risk on a consolidated basis based on business needs, tax, capital or regulatory considerations, if applicable, through
numerous sources of finance in order to maintain flexibility. Management monitors the Group’s net liquidity position through rolling forecasts on the
basis of expected cash flows. The Group’s cash and cash equivalents are held with major regulated financial institutions and the directors regularly
monitor the financial institutions that the group uses to ensure its exposure to liquidity risk is minimised.
For further information on borrowing facilities, see notes 27 and 28.
The Group had the following contracted liabilities as at 31 March 2009.

Payable within 3 months

Payable between 3 months and 1 year

Payable between 1 and 3 years

Payable after 3 years

Total contracted liabilities

Group
31.3.09
£000

42,400

53,100

147,800

145,900

389,200

Group
31.3.08
£000

60,700

93,000

58,900

132,400

345,000

Company
31.3.09
£000

Company
31.3.08
£000

193,300

197,700

800

28,300

–

2,000

–

222,400

199,700

At 31 March 2009 Helical had £39m of undrawn loan facilities, £64m of uncharged assets and cash balances of £73m. The above contracted
liabilities assume that no loans are extended beyond their current facility expiry date. The management believe that these facilities together with
anticipated sales and the renewal of some of these loan facilities means that Helical can meet its contracted liabilities as they fall due.

9
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s

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a
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a
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f
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t
o
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s
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t
o
N

Market risk
Helical is exposed to market risk, primarily related to interest rates, foreign currency exchange movements, the market value of the
investments and accrued development profits. The Group actively monitors these exposures.

Interest rate risk
It is the Group’s policy and practice to minimise interest rate cash flow exposures on long-term financing. Helical does this by using a
number of derivative financial instruments including interest rate swaps and interest rate caps. The purpose of these derivatives is to
manage the interest rate risks arising from the Group’s sources of finance. The Group does not use financial instruments for speculative
purposes.

Details of financing and financial instruments can be found in note 28.

In the year to 31 March 2009, if interest rates had moved by 1%, this would have resulted in the following movement to pre-tax losses and
equity due to movements in interest charges and mark-to-market valuations of derivatives.

1% increase – increase in net results and equity

1% decrease – decrease in net results and equity

31 March 2009

Impact on
results
£000

5,282

(5,043)

Equity
impact
£000

5,282

(5,043)

There would have been no significant impact on the results or on the equity of the Company if interest rates had increased or decreased.

Foreign currency exchange risk
Due to its operations in Poland and its investment in a non-UK based property developer, Helical has exposure to exchange movements on
foreign currencies. Helical’s management monitors its exposure to risks associated with foreign currency exchange risk and reviews any
requirements to act to minimise these risks.

In the year to 31 March 2009 the Group made foreign exchange gains of £4.0m resulting from foreign exchange movements on the
consolidation of the results of its Polish operations.

The Group’s Polish operations have zloty denominated receivables, cash and payables. Had the Polish zloty been 10% weaker against the
euro at the balance sheet date the loss before tax would have been £393,000 greater and the shareholder funds would have decreased by
£437,000. Had the Polish zloty been 10% stronger against the euro at the balance sheet date the loss before tax would have been
£481,000 less and shareholder funds would have increased by £534,000.

The Group’s Polish operations were partially financed by intra-group loans. Had the Polish zloty been 10% weaker against sterling at the
balance sheet date the loss before tax would have increased by £1,314,000. Had the Polish zloty been 10% stronger against sterling at the
balance sheet date the loss before tax would have decreased by £1,605,000. Had the euro been 10% weaker against sterling at the
balance sheet date the loss before tax would have increased by £920,000. Had the euro been 10% stronger against sterling at the balance
sheet date the loss before tax would have decreased by £1,116,000.

24. Trade receivables and other receivables

Trade receivables

Amounts owed by joint venture undertakings

Amounts owed by subsidiary undertakings

Other receivables

Prepayments and accrued income

Receivables

Fully performing

Past due < 3 months

Past due > 3 months

Total receivables being financial assets

Total receivables being non-financial assets

Total receivables

Group
31.3.09
£000

19,001

11,978

–

4,071

5,541

40,591

Group
31.3.09
£000

38,658

1,061

39,748

843

40,591

Group
31.3.08
£000

11,626

10,529

Company
31.3.09
£000

116

7,017

Company
31.3.08
£000

110

8,423

–

333,367

335,585

3,390

18,326

43,871

Group
31.3.08
£000

40,168

2,068

151

42,387

1,484

43,871

4,237

4,211

5,710

2,545

348,948

352,373

Company
31.3.09
£000

Company
31.3.08
£000

346,852

352,005

–

346,852

352,005

2,096

368

348,948

352,373

9
0
0
2
s
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&

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c
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p
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a
B

a
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i
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e
H
s
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e
m
e
t
a
t
s

l
a
i
c
n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

Past due receivables relate to a number of independent customers for whom there is no recent history of default. Against trade receivables,
Helical held £0.7m of rental deposits at 31 March 2009 (2008: £1.1m).

Movements in the provision for impairment of trade receivables are as follows:

Gross receivables being financial assets

Provisions for receivables impairment

Net receivables being financial assets

Group
31.3.09
£000

39,873

(125)

39,748

Group
31.3.08
£000

42,564

(177)

42,387

Company
31.3.09
£000

Company
31.3.08
£000

346,852

352,005

–

346,852

352,005

Receivables written off during the year as uncollectable

329

343

–

25. Cash and cash equivalents

Rent deposits and cash held at managing agents

Cash secured against debt and cash held at solicitors

Cash deposits

Group
31.3.09
£000

1,215

71,546

72,776

Group
31.3.08
£000

3,105

–

13,985

17,090

Company
31.3.09
£000

Company
31.3.08
£000

–

55,793

–

26. Trade payables and other payables

9
0
0
2
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s

l
a
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a
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i
f
e
h
t
o
t

s
e
t
o
N

Trade payables

Social security costs and other taxation

Amounts owed to joint venture undertakings

Amounts owed to subsidiary undertakings

Other payables

Accruals and deferred income

27. Borrowings

Current borrowings

Bank loans repayable within:

– one to two years

– two to three years

– three to four years

– four to five years

– after five years

Deferred arrangement costs

Non-current borrowings

Group
31.3.09
£000

3,611

332

5,603

–

9,767

31,902

51,215

Group
31.3.09
£000

48,155

69,642

54,150

65,075

61,890

–

250,757

(1,460)

249,297

Group
31.3.08
£000

13,035

136

8,512

–

402

44,466

66,551

Group
31.3.08
£000

50,238

34,984

16,037

48,280

64,314

9,142

172,757

(395)

172,362

Company
31.3.09
£000

Company
31.3.08
£000

–

835

306

–

825

183,194

186,875

122

8,796

1,121

8,836

193,015

197,963

Company
31.3.09
£000

–

27,570

–

27,570

(563)

27,007

Company
31.3.08
£000

2,508

–

Bank overdrafts and term loans in creditors falling due within one year and after one year are secured against properties held in the normal
course of business by subsidiary undertakings to the value of £393,400,000 (2008: £331,657,000). These will be repayable when the
underlying properties are sold. Bank overdrafts and term loans exclude the Group’s share of borrowings in joint venture companies of
£5,644,000 (2008: £19,990,000).

9
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s

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a
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f
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s
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t
o
N

28. Financing and financial instruments
The policies for dealing with liquidity and interest rate risk are noted in the Financial Review on pages 23 to 25.

Bank overdraft and loans – maturity

Due after more than one year

Due within one year

Group
31.3.09
£000

Group
31.3.08
£000

249,297

172,362

48,155

50,238

297,452

222,600

The Group has various undrawn committed borrowing facilities. The facilities available at 31 March 2009 in respect of which all conditions
precedent had been met were as follows:

Expiring in one year or less

Expiring in more than one year but not more than two years

Expiring in more than two years

Interest rates

Fixed rate borrowings:

– fixed

– swap rate plus bank margin

Weighted average

Floating rate borrowings

Total borrowings

Deferred arrangement costs

–

5.939

5.341

5.661

7.273

6.405

6.260

6.052

5.290

6.565

6.270

6.465

6.313

2.251

Expiry

–

Sep 2009

Jun 2011

Nov 2010

Nov 2009

Oct 2012

Dec 2013

Jan 2011

Mar 2012

Aug 2013

Oct 2010

Aug 2013

May 2012

Aug 2011

31.3.09
£000

–

14,324

4,536

5,200

8,000

35,190

10,120

4,200

3,570

9,912

15,347

37,500

147,899

151,013

298,912

(1,460)

297,452

Group
31.3.09
£000

35,646

3,000

–

38,646

Expiry

9.050

5.939

5.341

5.661

7.273

6.405

4.990

6.052

–

Feb 2009

Sep 2009

Jun 2011

Nov 2010

Nov 2009

Oct 2012

Mar 2009

Jan 2011

–

6.332

6.724

Aug 2011

Aug 2010

Group
31.3.08
£000

62,427

2,000

11,730

76,157

31.3.08
£000

6,188

14,324

4,536

5,200

8,000

35,190

10,120

4,200

–

87,758

135,237

222,995

(395)

222,600

Floating rate borrowings bear interest at rates based on LIBOR. The Company’s borrowings of £27,007,000 are floating rate borrowings.

Hedging
In addition to the fixed rates, borrowings are also hedged by the following financial instruments:

Value
£000

80,000

30,000 – 40,950

30,000

Rate
%

7.000

6.000

4.500

Start

Expiry

Jan 2006

Sep 2009

May 2008

May 2013

May 2008

May 2013

Net borrowings exclude the Group’s share of borrowings in joint ventures of £5,644,000 (2008: £19,900,000).

Net assets

Gearing

Group
31.3.09
£000

Group
31.3.08
£000

297,452

222,600

(72,776)

(17,090)

224,676

205,510

Group
31.3.09
£000

Group
31.3.08
£000

237,066

268,659

95%

76%

Instrument

Current:

– cap

– floor

Gearing

Total borrowings

Cash

Net borrowings

9
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a
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s

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a
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a
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t
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s
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t
o
N

29. Share capital

Authorised

31.3.09
£000

39,577

31.3.08
£000

39,577

The authorised share capital of the Company is £39,576,626.60 divided into ordinary shares of 1p each and deferred shares of 1⁄8p each.

Allotted, called up and fully paid

– 107,087,012 ordinary shares of 1p each (2008: 95,732,457)

– 212,145,300 deferred shares of 1⁄8p each

31.3.09
£000

31.3.08
£000

1,071

265

1,336

957

265

1,222

As at 1 April 2008 the Company had 95,732,457 ordinary 1p shares in issue. In the year to 31 March 2009 1,619,455 new ordinary 1p
shares were issued as the result of share options being exercised. The dates and number of shares issued are details in note 30. On 2
February 2009 the Company issued 9,735,100 new ordinary 1p shares to shareholders as a part of the Placing referred to in the Financial
Review on page 25. At 31 March 2009 there were 107,087,012 ordinary 1p shares in issue.

Ordinary shares

At 1 April

New shares issued

At 31 March

Deferred shares

At 1 April

At 31 March

Shares
in issue
31.3.09
Number

Share
capital
31.3.09
£000

Shares
in issue
31.3.08
Number

Share
capital
31.3.08
£000

95,732,457

11,354,555

957

114

95,719,432

13,025

107,087,012

1,071

95,732,457

212,145,300

265

212,145,300

957

–

957

265

9
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2
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a
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a
t
s

l
a
i
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n
a
n
i
f
e
h
t
o
t

s
e
t
o
N

The Group’s capital management objectives are:

– to ensure the Group’s ability to continue as a going concern; and,
– to provide an adequate return to shareholders.

The Group sets the amount of capital in proportion to its overall financing structure. It manages the capital structure and makes adjustments
to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the
capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or
sell assets to reduce debt. Capital is defined as being issued share capital, retained earnings and other reserves.

The deferred shares were issued on 23 December 2004 to those shareholders electing to receive a dividend, rather than a capital
repayment or further shares in the Company, as part of the Return of Cash approved by shareholders on 20 December 2004. The deferred
shares carry no voting rights and have no right to a dividend or capital payment in the event of a winding up of the Company.

The Company’s Articles of Association give the Company irrevocable authority to purchase all or any of the deferred shares for a maximum
aggregate total of 1 penny for all deferred shares in issue on the date of such purchase.

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30. Share options
At 31 March 2009 unexercised options over 320,510 (2008: 1,939,965) new ordinary 1p shares in the Company and 1,057,095 (2008:
2,629,695) purchased ordinary 1p shares held by the ESOP had been granted to directors and employees under the Company’s share
option schemes.

During the period no new options were granted. Options over 1,619,455 new ordinary 1p shares and 1,572,600 purchased ordinary 1p
shares were exercised. In order to reduce the number of shares required by the ESOP to satisfy share awards, the Company agreed with
employees that the number of shares required on the exercise of purchase options be reduced. To ensure that employees were not
disadvantaged by this reduction, the exercise prices applied on the exercise of the options were correspondingly reduced.

The effect of the reductions to the exercise prices was to reduce the weighted average exercise price on all options exercised from 123p to
48p. These reductions in exercise prices were not applied to options exercised over subscription shares.

23 July 2008

19 August 2008

29 August 2008

5 September 2008

19 September 2008

24 September 2008

Original
subscription
options

1,000,000

111,291

222,584

135,580

108,406

41,594

Original
purchase
options

Original
total
options

Subscription
options
exercised

–

999,000

573,600

1,000,000

111,291

222,584

135,580

1,107,406

615,194

111,291

222,584

135,580

108,406

41,594

Reduced
purchase
options
exercised

–

561,594

305,750

Total
options
exercised

1,000,000

111,291

222,584

135,580

670,000

347,344

1,619,455

1,572,600

3,192,055

1,619,455

867,344

2,486,799

Helical Bar 1999 Share Option Scheme

Subscription options

Options granted:

– 21 November 2002

Purchase options

Options granted:

– 18 December 2000

– 15 November 2001

Helical Bar 1999 Approved Share Option Scheme

Subscription options

Options granted:

– 21 November 2002

Summary of share options

At 1 April

Options granted

Options exercised

Option expired/lapsed

At 31 March

At the balance sheet date all options were exercisable.

Exercise price
per share
pence

Number of
shares

Date
from which
exercisable

Expiry date
of options

141.5

299,310

21 Nov 2007 20 Nov 2012

150.0

153.3

710,000

18 Dec 2006 17 Dec 2010

347,095

15 Nov 2007 14 Nov 2011

141.5

21,200

21 Nov 2006 20 Nov 2012

1,377,605

Weighted
average
exercise
price

31.3.09

Number

31.3.09

Number

31.3.08

4,569,660

131p

5,920,765

–

(3,192,055)

–

48p

–

(1,351,105)

–

Weighted
average
exercise
price

31.3.08

135p

–

1,377,605

149p

4,569,660

131p

31. Share-based payments
The Company provides share-based payments to employees in the form of share options, performance share plan awards and a share
incentive plan. All share-based payment arrangements granted after 7 November 2002 that had not vested prior to 1 January 2005 are
recognised in the financial statements. The Company uses a stochastic valuation model and the resulting value is amortised through the
Income Statement over the vesting period of the share-based payments.

Share options granted after 7 November 2002

Outstanding at beginning and end of period

2009
Weighted
average
exercise
price

141.50

Options

320,510

Options

320,510

The options outstanding at 31 March 2009 had a weighted average remaining contractual life of three years and eight months.

The input into the stochastic model of valuation of the options were as follows:

Weighted average share price

Weighted average exercise price

Expected volatility

Expected life

Risk free rate

Expected dividends

2009

146.72

141.50

16%

6 years

4.48%

1.99%

2009
Weighted
average
exercise
price

141.50

2008

146.72

141.50

16%

6 years

4.48%

1.99%

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Expected volatility was determined by calculating the historical volatility of the Company’s shares over the last six years. The expected life
used in the model has been adjusted, based on the Company’s best estimate, for the effects of employee changes (subject to good leaver
provisions), exercise restrictions and behavourial considerations.

Performance share plan awards

Outstanding at beginning of period

Awards vested during the period

Awards made during the period

Outstanding at end of period

2009
Weighted
average
award
value

366p

280p

276p

364p

Awards

5,960,575

(2,549,760)

1,125,250

4,536,065

Awards

4,536,065

(1,964,620)

2,167,455

4,738,900

The performance share plan awards outstanding at 31 March 2009 had a weighted average remaining contractual life of one year
five months.

The inputs into the stochastic model of valuation of the PSP awards made in the year to 31 March 2009 were as follows:

Weighted average share price

Weighted average exercise price

Expected volatility

Expected life

Risk free rate

Expected dividends

2009

276p

–

n/a

3 years

n/a

1.63%

2008
Weighted
average
award
value

268p

197p

502p

366p

2008

502p

–

n/a

3 years

n/a

0.87%

The Company recognised a credit of £425,000 (2008: expenses of £4,207,000) in relation to Share based payments.

At the balance sheet date there were no exercisable awards.

32. Statement of changes in equity

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Group

At 31 March 2007

Revaluation deficit

Realised on disposals

Total recognised expense

Dividends paid

Minority interest

Purchase of shares

Performance share plan

Own shares held

At 1 April 2008

Revaluation deficit

Realised on disposals

Total recognised expense

Dividends paid

Minority interests

Purchase of shares

Performance share plan

Own shares held

Issue of shares

At 31 March 2009

Share
capital
£000

Capital
Share Revaluation redemption
reserve
reserve
£000
£000

premium
£000

Other
reserves
£000

Retained
earnings
£000

Own
shares
held
£000

Minority
interests
£000

Total
£000

1,222

42,520

79,664

7,478

291

157,006

(5,995)

– 282,186

–

(21,564)

(1,028)

–

21,564

1,028

(5,133)

(4,081)

–

(9,132)

4,655

–

(11,135)

11,135

–

(5,133)

(4,081)

157

164

–

(9,132)

4,655

–

1,222

42,520

57,072

7,478

291

163,911

(3,992)

157 268,659

–

114

27,858

(56,360)

(183)

–

56,360

183

(50,822)

(4,130)

(143)

–

(3,107)

(1,363)

(5,502)

–

5,502

–

– (50,822)

–

(4,130)

(143)

(3,107)

(1,363)

–

27,972

1,336

70,378

529

7,478

291 158,494

(1,597)

157 237,066

The adjustment to retained earnings of £1,363,000 (2008: £4,655,000) adds back the share-based payments (credit)/charge, in
accordance with IFRS 2 Share-Based Payments.

Notes:
Share capital – represents the nominal value of issued share capital.
Share premium – represents the excess of value of shares issued over their nominal value.
Revaluation reserve – represents the surplus of fair value of investment properties over their historic cost.
Capital redemption reserve – represents amounts paid to purchase issued shares for cancellation at their nominal value.
Retained earnings – represents the accumulated retained earnings of the Group.
Own shares held – relates to the shares purchased by the Helical Bar Employees’ Share Ownership Plan Trust.

Company

At 31 March 2007

Total recognised income

Dividends paid

Purchase of shares

Own shares held

At 1 April 2008

Total recognised expense

Dividends paid

Purchase of shares

Own shares held

Issue of shares

At 31 March 2009

Share
capital
£000

1,222

Share
premium
£000

42,520

–

1,222

42,520

–

114

1,336

27,858

70,378

Revaluation
reserve
£000

Capital
redemption
reserve
£000

Other
reserves
£000

Retained
earnings
£000

Own
shares
held
£000

Total
£000

–

7,478

1,987

160,226

(5,995) 207,438

–

14,465

(4,081)

–

14,465

(4,081)

–

(9,132)

(11,135)

11,135

–

7,478

1,987

159,475

(3,992) 208,690

–

8,250

(4,130)

–

8,250

(4,130)

–

(3,107)

(5,502)

5,502

–

27,972

7,478

1,987

158,093

(1,597) 237,675

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33. Own shares held
Following approval at the 1997 Annual General Meeting the Company established the Helical Bar Employees’ Share Ownership Plan Trust
(the “Trust”) to be used as part of the remuneration arrangements for employees. The purpose of the Trust is to facilitate and encourage the
ownership of shares by or for the benefit of employees by the acquisition and distribution of shares in the Company.

The Trust purchases shares in the Company to satisfy the Company’s obligations under its Share Option Schemes and Performance Share
Plan.

At 31 March 2009 the Trust held 2,338,904 (2008: 4,170,868) ordinary 1p shares in Helical Bar plc.

At 31 March 2009 unexercised options over 1,057,095 (2008: 2,629,695) ordinary 1p shares in Helical Bar plc had been granted over
shares held by the Trust.

At 31 March 2009 outstanding awards over 4,738,900 (2008: 4,536,065) ordinary 1p shares in Helical Bar plc had been made under the
terms of the Performance Share Plan over shares held by the Trust.

34. Contingent liabilities
The Group has no contingent liabilities.

The Company has entered into cross guarantees in respect of the banking facilities of its subsidiaries.

The Company has undertaken to provide support for some of its subsidiaries undertakings. However it does not believe that this support will
be required in the foreseeable future.

Other than these contingent liabilities there were no contingent liabilities at 31 March 2009 (2008: £nil).

35. Net assets per share

31.3.09
£000

Number
of shares
000s

31.3.09
pence
per share

Net asset value

237,066

107,087

Less: own shares held by ESOP

deferred shares

Basic net asset value

–

(265)

(2,339)

236,801

104,748

Add: unexercised share options

454

321

Diluted net asset value

237,255

105,069

226

Adjustment for:

– fair value of financial instruments

14,337

– deferred tax on capital allowances

3,205

– deferred tax on capital gains

–

Adjusted diluted net asset value

254,797

105,069

242

Adjustment for:

– fair value of trading properties

Diluted EPRA net asset value

Adjustment for:

45,455

300,252

– fair value of financial instruments

(14,337)

– deferred tax on capital allowances

(3,205)

– deferred tax on capital gains

–

105,069

286

Diluted EPRA triple net asset value

282,710

105,069

269

31.3.08
£000

268,502

–

(265)

268,237

1,988

270,225

925

2,728

12,566

286,444

42,970

329,414

(925)

(2,728)

(12,566)

313,195

Number
of shares
000s

95,732

(4,170)

–

91,562

1,940

93,502

31.3.08
pence
per share

293

289

93,502

306

93,502

352

93,502

335

The net asset values per share have been calculated in accordance with the best practice recommendations of the European Public Real
Estate Association (“EPRA”).

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36. Related party transactions
At 31 March 2009 and 31 March 2008 the following amounts were due from the Group’s joint ventures

Abbeygate Helical (Leisure Plaza) Ltd

Abbeygate Helical (Winterhill) Ltd

Abbeygate Helical (C4.1) LLP

King Street Developments (Hammersmith) Ltd

Shirley Advance LLP

The Asset Factor Ltd

At 31.3.09
£000

1,516

(162)

(636)

1,109

4,320

4,270

At 31.3.08
£000

1,318

(152)

(636)

530

5,352

4,116

All movements in joint venture balances related to loan repaid and loans advanced except for interest receivable from the Asset Factor in the
year of £48,000.

At 31 March 2009 and 31 March 2008 there were the following balances between the Company and its subsidiaries.

Amounts due from subsidiaries

Amounts due to subsidiaries

At 31.3.09
£000

333,367

183,194

At 31.3.08
£000

335,585

186,875

During the years to 31 March 2009 and 31 March 2008 there were the following transactions between the Company and its subsidiaries:

Management charges receivable

Management charges payable

Interest receivable

Interest payable

Year ended
31.3.09
£000

Year ended
31.3.08
£000

3,404

530

5,232

–

3,230

3,603

14,789

–

Management charges relate to the performance of management services for the Company or its subsidiaries. Interest receivable relates to
interest on loans made by the Company to its subsidiaries. All of these transactions, and the year end balance sheet amounts arising from
these transactions were conducted on an arm’s length basis and on normal commercial terms. Amounts owed by subsidiaries to the
company are identified in note 24. Amounts owed to subsidiaries by the company are identified in note 26.

The Group consider that the key management personnel are the directors and the detail of their remuneration is disclosed in the directors’
remuneration report on pages 36-42. Share based payments for directors are disclosed in note 8. Key management personnel in the prior
year whose remuneration of £68,828 was not included in the directors’ remuneration report were employees who became directors in the
prior year.

Ten year review

IFRS
31.3.09
£000

IFRS
31.3.08
£000

IFRS
31.3.07
£000

IFRS
31.3.06
£000

IFRS
31.3.05
£000

UK GAAP
31.3.04
£000

UK GAAP
31.3.03
£000

UK GAAP
31.3.02
£000

UK GAAP
31.3.01
£000

UK GAAP
31.3.00
£000

Revenue

81,770

65,623 123,176 119,274 101,469 54,566 135,192 136,632 165,259 149,922

Net rental income

17,682

16,400

14,771 16,524

20,440 22,980

25,619

27,827 25,532

23,652

Development (losses)/profits

(7,704)

6,068

13,587

4,594

12,664

4,630

17,072 29,507

19,345

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Trading (losses)/profits

Share of results of joint ventures

Other income

(514)

1,846

6,752

(29)

(98)

6,196

(315)

766

2,094 13,441

5,771

1,031

349

437

235

2,699

1,636

1,544

235

601

626

154

986

(67)

920

342

372

–

113

Gross profit before (loss)/gain
on investment properties

(Loss)/gain on sale and revaluation
of investment properties

18,062

22,026

37,414 35,231

41,809 26,286

32,768

45,972 56,387

43,482

(66,670)

(32,790) 40,637 43,551

44,204

2,035

2,126

2,463

709

4,555

Gain on sale of investments

1,892

–

Administrative expenses

(8,090)

(13,659)

(17,544)

(16,582)

(15,757)

(8,037)

(6,391)

(10,888)

(12,031)

(9,669)

Loss on sale of subsidiary

Negative goodwill

Net finance costs

–

(59)

–

(195)

–

6,362

–

(21,048)

(1,724)

(419)

(5,080)

(5,561)

(6,572)

(9,638)

(14,779)

(19,241)

(16,348)

Foreign exchange gains

3,999

1,862

–

(Loss)/profit before tax

(71,855)

(24,285) 60,088 57,120

64,695 13,653

25,227

22,573 25,824

22,020

Tax

18,359

11,971

(8,000)

(9,676)

844

(2,199)

(7,660)

(5,353)

(5,471)

(6,032)

(Loss)/profit after tax

(53,496)

(12,314) 52,088 47,444

65,539 11,454

17,567

17,220 20,353

15,988

Investment portfolio

Shareholders’ funds

241,287 306,778 316,025 294,583 271,315 334,932 342,484 439,911 453,607 419,570

237,066 268,659 282,186 230,097 186,165 234,917 226,870 227,653 223,606 171,770

Dividend per ordinary share

4.50p

4.05p

3.65p

3.32p

3.00p

2.75p

2.50p

2.23p

Special dividend per ordinary share

–

20.0p

–

Diluted (loss)/earnings
per ordinary share

(56.6p)

(13.5p)

53.7p

51.8p

Diluted EPRA net assets per share

286p

352p

374p

309p

53.7p

238p

7.9p

11.8p

13.5p

13.8p

182p

155p

151p

116p

The financial statements for the year to 31 March 2005 have been restated to reflect the adoption of International Financial Reporting
Standards.

The financial statements for the years 31 March 2000 to 31 March 2005 have been restated to reflect the impact of the 5 for 1 share issue
on 1 September 2005

Dividends
Dividends paid on the Company’s Ordinary 1p shares in 2008 were
as follows:

Dividend

Record
Date

2007/08 27 June
Final

2008

Payment
Date

25 July
2008

Amount

2.75p

2008/09 5 Dec
2008
Interim

23 Dec
2008

1.75p

Dividends to be paid on the Company’s Ordinary 1p shares in 2009
will be as follows:

Dividend

Record
Date

2008/09 3 July
Final

2009

Payment
Date

24 July
2009

2009/10 Dec
2009
Interim

Dec
2009

Share price information
The latest information on the Helical Bar plc share price is available
on our website www.helical.co.uk.

Registered office
11 – 15 Farm Street, London, W1J 5RS

Registered in England and Wales
No. 156663.

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Investor information

The report and financial statements, share price information,
company presentations, the financial calendar, Corporate
Governance, contract details and other investor information on the
Group are available in the Investor Relations and Company Profile
area of our website www.helical.co.uk.

Registrar
All general enquiries concerning holdings of ordinary shares in
Helical Bar plc should be addressed to:

Capita Registrars
The Registry, 34 Beckenham Road, Beckenham
Kent, BR3 4TJ

Telephone: 0871 664 0300
Fax: 020 8639 2220
Website: www.capitaregistrars.com
Email: ssd@capitaregistrars.com

e-communication
UK shareholders may chose to be alerted about updates to the
Financial Reports, Results, Press Releases and Events Calendar
sections of the Group’s website by subscribing to the Alerting
Service at www.helical.co.uk. Shareholders may also submit their
proxy votes electronically. To register for this service, shareholders
should visit the Shareholders area of www.capitaregistrars.com.

Payment dividends
Shareholders whose dividends are not currently paid to mandated
accounts may wish to consider having their dividends paid directly into their
bank or building society account. This has a number of advantages,
including the crediting of cleared funds into the nominated account on the
dividend payment date. If shareholders would like their future dividends to
be paid in this way, they should complete a mandate instruction available
from the registrars. Under this arrangement tax vouchers are sent to the
shareholder’s registered address.

Dividends for shareholders resident outside the UK
Instead of waiting for a sterling cheque to arrive by mail, you can ask
us to send your dividends direct to your bank account. For
information contact the Company’s Registrar.

Dividend reinvestment plan (DRIP)
The Company offers shareholders the option to participate in a DRIP.
This enables shareholders to reinvest their cash dividends in Helical
Bar plc shares.

For further details, contact the Company’s Registrar.

For participants in the plan, key dates can be found in the online
financial calendar in the ‘Investor relations’ area at
www.helical.co.uk.

ShareGift
Shareholders with a small number of shares, the value of which makes
it uneconomic to sell them, may wish to consider donating them to a
charity ShareGift, (registered charity 1052686) which specialises in
using such holdings for charitable benefit.

Further information about ShareGift is available at www.sharegift.org or
by writing to: ShareGift, 17 Carlton House Terrace,
London, SW1Y 5AH

Telephone: 020 7930 3737

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Glossary of terms

Average Unexpired Lease Term

The average unexpired lease term expressed in years.

BREEAM Method.

Building Research Establishment’s Environmental Assessment

Diluted EPRA earnings per share

Diluted EPRA net assets per share

Diluted EPRA triple net asset value

Diluted figures

Earnings per share

EPRA

Estimated rental value (ERV)

Initial yield

IPD

Net assets per share or net asset value (NAV)

Net gearing

Return on capital employed (ROCE)

Reversionary yield

Total shareholder return (TSR)

True equivalent yield

Earnings per share adjusted to exclude losses/gains on sale and revaluation of
investment properties and their deferred tax adjustments, the tax on loss/profit on
disposal of investment properties and fair value movements on derivative financial
instruments, on a diluted basis. Details of the method of the calculation of the
diluted EPRA earnings per share is available from EPRA.

Diluted net asset value per share adjusted to exclude fair value of financial
instruments and deferred tax on capital allowances and on investment properties
revaluation, but including the fair value of trading properties in accordance with
the best practice recommendations of EPRA.

Diluted EPRA net asset value per share adjusted to include fair value of financial
instruments and deferred tax on capital allowances and on investment properties
revaluation.

Reported amounts adjusted to include the effects of potential shares issuable
under the employee share option schemes.

Profit after tax divided by the weighted average number of ordinary shares in
issue.

European Public Real Estate Association

The market rental value of lettable space as estimated by the Company’s valuers
at each balance sheet date.

Annualised net rents on investment properties as a percentage of the investment
property valuation.

The Investment Property Databank Limited (IPD) is a company that produces a
number of independent benchmarks of unleveraged commercial property returns.

Equity shareholders’ funds divided by the number of ordinary shares at the
balance sheet date.

Total borrowings less short-term deposits and cash as a percentage of equity
shareholders’ funds.

Return on capital employed is measured as profit before financing costs plus
revaluation surplus on investment property divided by the opening gross capital.

The anticipated yield, which the initial yield will rise to once the rent reaches the
ERV.

The growth in the ordinary share price as quoted on the London Stock Exchange
plus dividends per share received for the period expressed as a percentage of the
share price at the beginning of the period.

The constant capitalisation rate which, if applied to all cash flows from an
investment property, including current rent, reversions to current market rent and
such items as voids and expenditures, equates to the market value. Assumes rent
is received quarterly in advance.

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Financial calendar

Year ended 31 March 2009

Half year ending 30 September 2009

Year ending 31 March 2010

Annual General Meeting to be held 22 July 2009
Final ordinary dividend payable 24 July 2009

Results and interim ordinary dividend announced November 2009
Interim ordinary dividend payable December 2009

Results and final dividend announced June 2010
Final ordinary dividend payable July 2010

Advisors

Registrars

Bankers

Stockbrokers

Auditors

Merchant bankers

Solicitors

Capita Registrars
The Registry
34 Beckenham Road
Beckenham
Kent BR3 4TU

Aareal Bank AG
Allied Irish Bank
Bank of Ireland
Barclays Bank PLC
Eurohypo AG
HSBC plc
The Royal Bank of Scotland Group plc

JP Morgan Cazenove Limited
20 Moorgate
London EC2R 6DA

Grant Thornton UK LLP
Grant Thornton House
Melton Street
Euston Square
London NW1 2EP

Lazard Ltd
50 Stratton Street
London W1J 8LL

Ashurst
Clifford Chance
Dechert
Lawrence Graham
Linklaters
Lovells
Mishcon de Reya
Nabarro
Norton Rose
Wragge & Co

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Helical Bar plc

Registered Office
11-15 Farm Street
London, W1J 5RS

Tel: 020 7629 0113
Fax: 020 7408 1666

email: info@helical.co.uk