TIDMIGV 
 
The Income & Growth VCT plc 
 
Annual Financial Results of the Company for the Year ended 30 September 2009 
 
Investment Objective 
 
The objective of The Income & Growth VCT plc ("I&G VCT" or "the 
Company") is to provide investors with an attractive return, by maximising the 
stream of dividend distributions from the income and capital gains generated 
by a diverse and carefully selected portfolio of investments. 
 
The Company invests in companies at various stages of development. 
In some instances this may include investments in new and secondary issues of 
companies which may already be quoted on the Alternative Investment Market 
("AiM") or PLUS. 
 
Financial Highlights - ordinary shares of 1p each (`O' Shares) 
 
- Increase of 24.3% in year in cumulative dividends paid to 
  Shareholders 
 
- Annual dividends paid to Shareholders maintained at 2008 level 
 
- Decrease of 21.7% in year in shareholder total return (share 
  price basis) 
 
- Decrease of 8.1% in year in total shareholder return (net asset 
  value basis) 
 
Dividends paid 
 
Year ended                        Dividends paid in Cumulative dividends 
                             each year since launch    paid since launch 
 
                                      (p) per share        (p) per share 
30 September 2009                              4.00                20.45 
30 September 2008                              4.00                16.45 
30 September 2007                              3.75                12.45 
30 September 2006                              3.25                 8.70 
30 September 2005 (restated)                   1.25                 5.45 
 
Dividends paid include distributions from both income and capital. 
 
Dividends proposed 
 
A final dividend of 2 pence per `O Share, comprising 0.5 pence from 
income and 1.5 pence from capital, will be recommended to Shareholders at the 
Annual General Meeting of the Company to be held on 3 March 2010 for payment 
on 17 March 2010. 
 
Performance Summary 
 
Year ended                                                                Share 
                                                  NAV total         price total 
                                    Net asset     return to           return to 
                               Net  value per  shareholders Share  shareholders 
                         assets (GBP  `O' Share  since launch price  since launch 
                          million)        (p)           per (p) 1           per 
                                              `O' Share (p)       `O' Share (p) 
 
30 September 2009             24.9       71.5          91.9  54.8          75.2 
30 September 2008             29.6       83.6         100.0  79.5          96.0 
30 September 2007             36.8    100.5 2         115.0  87.5         100.0 
30 September 2006             44.2      112.9         121.6  84.5          93.2 
30 September 2005             49.2      122.5         128.0  87.5          93.0 
(restated) 
 
1 Source: London Stock Exchange 
2 After deducting the dividend of 2p per share paid on 24 October 2007 
 
 
Financial Highlights - S ordinary shares of 1p each (`S' Shares) 
 
- Initial income dividend of 0.5 pence proposed 
 
- Decrease of 5.5% in year in shareholder total return (share price 
  basis) 
 
- Decrease of 1.5% in year in total shareholder return (net asset 
  value basis) 
 
Dividends proposed 
 
A final income dividend of 0.5 pence per `S' Share will be 
recommended to Shareholders at the Annual General Meeting of the Company to be 
held on 3 March 2010 for payment on 17 March 2010. 
 
Performance Summary 
 
Year ended                                         NAV total                  Share 
                                     Net asset     return to            price total 
                                     value per  shareholders    Share     return to 
                          Net assets `S' Share  since launch    price  shareholders 
                                           (p)           per           since launch 
                         (GBP million)           `S' Share (p)    (p) 1           per 
                                                                      `S' Share (p) 
 
30 September 2009               11.0      93.2          93.2     94.5          94.5 
30 September 2008               11.2      94.6          94.6    100.0         100.0 
At close of Offer for           11.2      94.5          94.5    100.0         100.0 
subscription 
 
1 Source: London Stock Exchange 
 
The share prices and net asset value (NAV) total returns for both Funds 
comprise the share price and NAV respectively per share assuming the dividends 
paid were re-invested on the date on which the shares were quoted ex-dividend 
in respect of each dividend. 
 
 
Chairman's Statement 
 
I am pleased to present to Shareholders the annual results of the 
Company for the year ended 30 September 2009. 
 
Performance 
 
`O' Shares 
 
At 30 September 2009, the Net Asset Value (NAV) per `O' Share was 
71.45 pence (2008: 83.56 pence). Adjusted for the dividends paid to 
shareholders during the year, this represents a decrease of 9.7% over the 
twelve month period. This compares with an increase of 17.45% in the FTSE 
SmallCap CR Index and an increase of 3.96% in the FTSE AIM CR Index during the 
same period. The NAV Total Return per `O' Share fell in the year by 8.1% from 
100.01 pence at 30 September 2008 to 91.90 pence at 30 September 2009. 
 
The headline performance figures appear somewhat disappointing and 
will be discussed later. In general the underlying performance of the 
portfolio in the year offers encouragement. The MPEP portfolio achieved 
realised gains of GBP597,637 but these were offset by provisions and lower 
valuations giving rise to unrealised losses of GBP3.2 million, resulting in net 
losses of some GBP2.6 million. The Foresight legacy portfolio suffered a fall in 
value with further provisions leading to unrealised net losses of some 
GBP311,938. 
 
UK sector price earnings multiples have, in the main, increased 
over this twelve month period. These do, of course, impact on our portfolio 
valuation in both the quoted and unquoted sectors. Some sectors have shown 
increases whilst several have experienced declines. The MPEP portfolio at the 
year end represented 78.5% of total venture capital investments, whilst the 
Foresight and Nova legacy portfolios represented the balance. 
 
Falls in the share prices of several of our quoted stocks, 
particularly Oxonica, have been partially off-set by gains elsewhere in the 
portfolio. The total dividends paid in the year under review was 4 pence per 
share which is equal to a total of 4 pence per share paid in the financial 
year 2008. 
 
Cumulative dividends paid to date have been 20.45 pence per `O' 
Share. 
 
`S' Shares 
 
At 30 September 2009, the NAV and NAV Total Return per `S' Share 
both fell marginally to 93.18 pence (2008: 94.59 pence) and 93.18 pence (2008: 
94.59 pence), both being a decrease of 1.5%. 
 
Economic background 
 
Investors have moved stock markets up a long way but the real 
economy is still tough. 
 
After several months of almost consistent gains equity markets 
appeared to have consolidated around current levels. Poorer than expected US 
jobs figures have been held responsible for these recent market conditions. 
The number of workers on US payrolls during September 2009 fell almost 50% 
more than was expected and the unemployment rate now stands at a 26 year high. 
This data released recently together with the impact of events surrounding 
financial problems in Dubai reinforces strongly the argument that the economic 
recovery will not be plain sailing. 
 
The portfolio 
 
`O' Shares 
 
Overall, the MPEP portfolio continues to hold-up well given the current 
economic climate. Good trading performances have been produced by some of the 
investments; notably DiGiCo Europe, which produced an unrealised gain of 
GBP511,337 and Amaldis 2008 of GBP337,767 but Blaze Signs Holdings, Youngman Group 
and PXP Holdings, all companies in the broader construction sector, provided 
unrealised losses of GBP1.26 million, GBP914,937 and GBP454,124 respectively. 
Despite the Construction & Materials sector price earnings multiple showing a 
strong rise over the year, this has not evidenced itself yet in the trading 
performances of these three companies and this has had a material adverse 
effect on the valuation of the portfolio over the period. There is an old 
adage that stock markets anticipate events while trading results lag the 
events! 
 
Within the MPEP portfolio, in October 2008 an investment of GBP595,842 was made 
into ATG Media Holdings to support the MBO of Metropress, publisher of the 
Antiques Trade Gazette and online auction operator. In 2009, a new investment 
was made into MC440 to support the management buy-out of Westway Cooling, a 
company based in Greenford, Middlesex, specialising in installing, servicing 
and maintaining high quality air-conditioning systems and associated building 
services plant in the refurbishment and maintenance market. The 'O' Share Fund 
invested GBP389,703. Further investments of GBP129,264 and GBP47,158 in November 
2008 and January 2009 respectively were made in the loan stocks of PXP 
Holdings and Monsal Holdings. 
 
In March 2009 SectorGuard plc acquired Legion Group plc and subsequently 
changed its name to Legion Group. 
 
In March 2009 DiGiCo Europe also repaid GBP142,804 of the 'O' Share Fund's loan 
stock investment. At the beginning of July 2009, the 'O' Share Fund then sold 
its investment in Tottel Publishing to Bloomsbury Group earning a fourfold 
gain on its original investment by returning a total of GBP2.05 million in terms 
of income and proceeds to the Fund throughout the life of the investment. The 
'O' Share Fund's original investment cost of GBP514,800 had been reduced to 
GBP325,182 in March of this year when Tottel Publishing repaid 50% of the 
Company's loan stock investment. 
 
Following the year-end, in November 2009, the `O' Share Fund 
invested a further GBP90,909 into British International Holdings and sold its 
investment in PastaKing for initial proceeds of GBP779k. This realisation 
contributed to total returns of GBP949k to the Fund throughout the life of the 
investment, representing a 3.25 fold return on the Company's original 
investment of GBP292,405. 
 
The old Foresight portfolio continues to underperform with Oxonica, mentioned 
above, producing an unrealised loss for the year of GBP1.11 million. By 
contrast, Camwood provided an unrealised gain of GBP460,789. 
 
`S' Shares 
 
During the year the S Share Fund produced a satisfactory performance given the 
economic environment. 
 
In October 2008 the `S' Share Fund invested GBP404,158 into ATG Media Holdings 
referred to above. In June 2009, the 'S' Share Fund also invested GBP169,483 in 
the management buy-out of Westway Cooling, a company specialising in 
installing, servicing and maintaining high quality air-conditioning systems 
and associated building services plant in the refurbishment and maintenance 
market. 
 
Cash available for investment 
 
During this economic turmoil, both the Board and the Manager have continued to 
work to ensure that our cash deposits for both the `O' and `S' Shares remain 
as secure as possible. We have for some time been spreading our significant 
cash deposits with a number of the leading global cash funds rather than 
depositing direct to individual banks, thereby reducing our exposure to any 
one particular bank. However, the current low level of interest rates on cash 
deposits means it will continue to be difficult for the Company to pay 
dividends from income for both the `O' and `S' Shares. The Board and Manager 
both strongly believe that at this time the security and protection of capital 
is more important than striving for a small increase in deposit rates at the 
cost of much higher risk. 
 
Revenue Account 
 
The Revenue return for the Company as a whole has decreased sharply from 
GBP717,196 to GBP193,683 over the year. 
 
Management fees and other running costs at the Company level have remained 
constant between the years. The principal cause for the decline in revenue is 
the fall in the Company's income of GBP523,365. This can be attributed to three 
main reasons. First, the significant fall in interest rates has caused income 
from the liquidity funds to more than halve by GBP367,447; secondly, dividends 
from investee companies fell by GBP106,873 and finally, loan stock interest 
received declined by GBP45,659. 
 
In 2008, the `O' Share Fund benefited from a non recurring estimated VAT 
recovery on past management fees of GBP83,278. 
 
Dividends 
 
`O' Shares 
 
The Company's revenue return per `O' Share was 0.52 pence per share 
(2008: 1.66 pence per share). Your Board will be recommending a final income 
dividend of 0.5 pence and a final capital dividend of 1.5 pence payable to `O' 
Fund Shareholders in respect of the year ended 30 September 2009 at the Annual 
General Meeting to be held on 3 March 2010. Including these dividends, 
cumulative dividends paid to date amount to 22.45 pence per `O' Share. 
 
`S' Shares 
 
The Company's revenue return per `S' Share was 0.09 pence per share 
(2008: 1.26 pence per share). Your Board will be recommending a final income 
dividend of 0.5 pence per `S' Share in respect of the year ended 30 September 
2009 at the Annual General Meeting to be held on 3 March 2010. 
 
The dividends will be paid on 17 March 2010 to both `O' and `S' 
Shareholders on the Register on 19 February 2010. 
 
Dividend investment scheme 
 
The Company's Dividend Investment Scheme ("The Scheme") provides Shareholders 
of both classes with the opportunity to re-invest their dividends into new 
shares of the relevant class. It provides a convenient, easy and cost 
effective way for Shareholders to build their shareholding in the Company as, 
instead of receiving cash dividends, they can elect to receive new shares in 
the Company. 
 
Board Members have indicated that they will be participating in the 
Scheme to the extent of their full entitlement. I would encourage all 
Shareholders to consider participating in the Scheme. 
 
The Scheme currently provides that the issue price of new shares is 
at net asset value per share. We are proposing that the Scheme be altered so 
as to allow shares to be issued to Shareholders at the share price at the 
relevant time. We consider that this proposal provides a more equitable basis 
to Shareholders for ascertaining the issue price under the Scheme. A 
resolution will, therefore, be proposed at the Annual General Meeting of the 
Company to be held on 3 March 2010 to authorise the Directors to allot shares 
of both classes at their mid market share price even if this less than the net 
asset value per share of that class. 
 
Shareholders are allotted new ordinary shares in the relevant class. These 
shares will then, subject to Shareholders' individual circumstances, attract 
VCT tax reliefs applicable for the tax year in which the shares are allotted 
(currently at 30%). 
 
Copies of the Scheme Rules are available on the Company's website, 
www.incomeandgrowthvct.co.uk, and personalised application forms for the 
Scheme are enclosed with Shareholders copies of this Report. Further copies of 
the forms can be obtained from the Scheme Administrator, Capita Registrars by 
telephoning: 0871 664 0300 (Calls cost 10p per minute plus network extras. 
Lines are open 8.30 am - 5.30 pm Mon-Fri. If calling from overseas please ring 
+44 208 639 2157). Shareholders who hold their shares in uncertificated form 
in CREST at the relevant record date must complete a CREST Dividend Election 
Input Message in respect of each dividend to elect to receive the dividend in 
the form of new shares. Application forms may be submitted at any time and 
should be returned to Capita Registrars at the address given on the form and 
elections via CREST should be made so as to be received no later than 5.00 pm 
on the date that is at fifteen days before the payment date for a particular 
dividend to ensure that you qualify to receive the dividend as shares. Please 
note that in the case of the proposed final dividends payable on 17 March 2010 
this deadline with be 5.00 pm on 2 March 2010. 
 
Separate application forms do need to be completed in respect of 
each class of share but you do not need to resubmit an `O' Share application 
form if you have already joined the Scheme in respect of the `O' Shares. 
 
Merger of `O' and `S' Share Classes 
 
The Board are currently considering proposals which may result in 
resolutions being put forward to Shareholders in the near future regarding a 
merger of the `O' and `S' Share Funds. 
 
Valuation policy 
 
For several years now, quoted stocks have been valued at bid prices, rather 
than mid-market prices. It is worth commenting that the Fund does hold a 
number of relatively early stage AIM-quoted stocks with limited marketability. 
In such cases, the price at which a sizeable block of shares could be traded, 
if at all, may vary significantly from the market price used. 
 
Share buy-backs 
 
During the year ended 30 September 2009, the Company bought back 
754,444 Ordinary Fund Shares (representing 2.13% of the Ordinary Fund Shares 
in issue at the beginning of the period) at a total cost of GBP350,963 (net of 
expenses). 
 
Outlook 
 
In a recent special report on the world economy entitled `The long 
climb', The Economist highlighted various views and projections for the global 
economy. A variety of economic indicators have been contributing to renewed 
confidence but the latest US jobs data was perceived as a `reality check' for 
economists worldwide. The report indicated that certain parts of the global 
economy have a long road ahead of them and governments around the globe will 
play a crucial role in securing recovery and, more importantly, maintaining it 
once recovery is assured by playing a greater role, particularly in the 
financial sector, through increased regulation to protect balance sheets and 
the tax-payer from further liability. 
 
On a positive note, Olivier Blanchard, chief economist at the 
International Monetary Fund, was quoted two months ago in The Sunday Times 
saying "The recovery has started. In most countries growth will be positive 
for the rest of the year, as well as in 2010". However, the view remains among 
many observers that the strength of stock markets over the last few months may 
be highlighting a `false dawn'. Commentators are discussing the possibility of 
the market being `W' shaped or experiencing a `double-bottom'. If such an 
event occurs, small, early stage growth businesses will be tested further. The 
recent news from Dubai may well be the catalyst for this eventuality. 
 
The Company overall retains its significant cash position. This 
continues to place the Company in an excellent position to take advantage of 
what are expected to be increasingly attractive purchase opportunities which 
should become available as this recession continues or as the economy climbs 
out of recession. Therefore, while short term valuations may be subject to 
continuing pressures, your Board still expects to see attractive investment 
opportunities and a recovery in performance and portfolio values over the 
longer term. 
 
The current level of interest rates in the United Kingdom mean that 
it will be difficult for the Company to pay a dividend from revenue in the 
forthcoming year. Moreover, it is too early to say whether it will be possible 
for the Company to pay a dividend from capital reserves. 
 
I&G website 
 
May I remind you that the Company has its own website which is 
available at www.incomeandgrowthvct.co.uk. 
 
Colin Hook 
Chairman 
 
 
Investment Policy 
 
The Company's policy is to invest primarily in a diverse portfolio 
of UK unquoted companies. Investments are structured as part loan and part 
equity in order to receive regular income and to generate capital gains from 
trade sales and flotations of investee companies. 
 
Investments are made selectively across a number of sectors, 
primarily in management buyout transactions (MBOs) i.e. to support incumbent 
management teams in acquiring the business they manage but do not yet own. 
Investments are primarily made in companies that are established and 
profitable. 
 
The Company has a small legacy portfolio of investments in 
companies from its period prior to 30 September 2008, when it was a 
multi-manager VCT. This includes investments in early stage and technology 
companies and in companies quoted on the AiM or PLUS. 
 
Uninvested funds are held in cash and lower risk money market 
funds. 
 
UK companies 
 
The companies in which investments are made must have no more than 
GBP15 million in the case of the `O' Share Fund and GBP7 million in the case of 
the `S' Share Fund of gross assets at the time of investment to be classed as 
a VCT qualifying holding. (This figure varies between the two Funds because of 
a change in tax legislation which applies to Funds, including the `S' Share 
Fund, raised after 6 April 2006). 
 
VCT regulation 
 
The investment policy is designed to ensure that the Company 
continues to qualify and is approved as a VCT by HM Revenue & Customs 
("HMRC"). Amongst other conditions, the Company may not invest more than 15% 
of its investments in a single company and must have at least 70% by value of 
its investments throughout the period in shares or securities comprised in VCT 
qualifying holdings, of which a minimum overall of 30% by value must be 
ordinary shares which carry no preferential rights. In addition, although the 
Company can invest less than 30% of an investment in a specific company in 
ordinary shares it must have at least 10% by value of its total investments in 
each VCT qualifying company in ordinary shares which carry no preferential 
rights. 
 
Asset mix 
 
The Company initially holds its funds in a portfolio of readily 
realisable interest-bearing investments and deposits. The investment portfolio 
of qualifying investments is built up over a three year period with the aim of 
investing and maintaining at least 70% of net funds raised in qualifying 
investments. 
 
Risk diversification and maximum exposures 
 
Risk is spread by investing in a number of different businesses 
across different industry sectors. To reduce the risk of high exposure to 
equities, each qualifying investment is structured using a significant 
proportion of loan stock (up to 70% of the total investment in each VCT 
qualifying company). Initial investments in VCT qualifying companies are 
generally made in amounts ranging from GBP200,000 to GBP1 million at cost. No 
holding in any one company will represent more than 10% of the value of the 
Company's investments at the time of investment. Ongoing monitoring of each 
investment is carried out by the Investment Manager, generally through taking 
a seat on the board of each VCT qualifying company. 
 
Co-investment 
 
The Company aims to invest in larger, more mature unquoted 
companies through investing alongside the four other VCTs advised by the 
Investment Manager with a similar investment policy. This enables the Company 
to participate in combined investments advised on by the Investment Manager of 
up to GBP5 million. 
 
 
Investment Manager's Review 
 
Summary 
 
In the face of continued economic deterioration in the UK and 
worldwide this has been a challenging year for new investment. New deals 
coming to the market have been generally unattractive and we have taken the 
view that vendors' price expectations would prove unsustainable over the 
medium term. We have therefore been cautious and selective in our 
consideration of potential deals. We have in particular continued to avoid 
transactions requiring high levels of bank borrowing, believing that economic 
conditions were still deteriorating and that this would make over-leveraged 
companies much too vulnerable in a tougher environment. We remain of the view 
that the market has not yet re-established the equilibrium necessary for high 
quality businesses to be sold at prices acceptable to private equity managers. 
 
The MPEP portfolio at 30 September 2009 comprised 29 investments 
with a cost of GBP15.7 million and valued at GBP16.5 million representing an 
uplift of 5.1% on cost. Realisations during the year generated cash proceeds 
of GBP2 million. 
 
The predominance in the investment portfolio of management buy-out 
investments reflects our strategy of seeking to capitalise companies properly 
at the time of investment so that they are well positioned to contend with 
difficult times. Only two investments have received very modest additional 
funding during the year and a third since the year-end totalling GBP267,351 
across the portfolio. We continue to believe that the portfolio, taken as a 
whole, is resilient and of high quality and given recent general comment on 
the tightening of bank lending, do not consider that the portfolio is exposed 
to unsustainable levels of third party debt. 
 
The legacy Foresight portfolio which comprises largely technology 
and early-stage companies shows a rather worse position. This portfolio 
comprises 11 investments with a cost of GBP9.3 million and valued at GBP2.8 
million representing 29.6% of cost. There have been no realisations during the 
year from this portfolio. 
 
MPEP `O' Share Fund investments 
 
A total of GBP1.2 million was deployed into investments by the `O' 
Share Fund during the year and since the year-end, two new investments of 
GBP787,820 were completed. As reported previously in the Half-Yearly Report, 
these included a new investment of GBP595,842 to support the management buy-out 
of ATG Media Holdings, the London-based publisher of the Antique Trade Gazette 
and provider of an online auction platform and two small follow-on loan stock 
investments into PXP of GBP129,264 and Monsal of GBP47,158. 
 
 A new investment GBP389,703 was also made in June into MC440 Limited 
to support the management buy-out of Westway Cooling, a company based in 
Greenford, Middlesex, which specialises in installing, servicing and 
maintaining high quality air-conditioning systems and associated building 
services plant in the refurbishment and maintenance market. The investment 
comprised loan stock and an equity stake of 3.3%. With a turnover of GBP9.6 
million and a record order book we believe that this company is well placed to 
grow even in the present challenging market conditions. It has made a good 
start, in line with our expectations, following the MBO. 
 
After the year-end, a further investment of GBP90,909 was completed 
in November 2009 into British International Holdings, while in December, one 
of the VCT's acquisition vehicles, Calisamo Management Limited changed its 
name to CB Imports Group Limited and invested GBP696,911 to acquire Country 
Baskets, a distributor of floral sundries. 
 
The `O' Share Fund successfully realised its investment in Tottel 
Publishing. The company was sold to Bloomsbury Publishing Group for GBP10 
million at the beginning of July earning a fourfold gain on the original 
investment cost and returning total proceeds to the Fund of GBP2.05 million. The 
investment was exited earlier than envisaged at the time of the investment and 
the original investment cost of GBP514,800 had already been reduced to GBP325,182 
in March of this year when Tottel repaid 50% of the Fund's loan stock 
investment. 
 
Following the year-end, in November 2009, the `O' Share Fund 
successfully sold its investment in PastaKing, the Newton Abbott based 
foodservice company to NBGI for initial proceeds of GBP779k. This realisation 
contributed to total returns of GBP949k to the Fund throughout the life of the 
investment, representing a 3.25 fold return on the Company's original 
investment of GBP292,405. A number of companies in the portfolio are trading 
strongly and expanding their businesses. DiGiCo Europe has continued to roll 
out new products and this has led to rising profit growth this year. The 
company repaid GBP142,804 of loan stock in May 2009 plus the premium due. 
Amaldis (2008) too has had a very good year and has successfully completed 
launches of a number of new product lines. 
 
The performance of Monsal during the year has also improved 
significantly and the outlook is further enhanced by the prospect of new 
capital contracts as water companies commit to new waste management projects 
and the company exploits its expertise in anaerobic digestion. 
 
Inevitably, in the current environment, a number of our companies 
are re-assessing their market position and streamlining their businesses to 
adapt to less certain conditions. BG Consulting Consulting Group/Duncary 4 is 
in the process of reconstructing its business which should strengthen the 
company's position in the marketplace and enhance the value of the VCT's 
investment. Earlier this year, Letraset underwent a capital reorganisation to 
address its recent decline in revenue and re-align itself for the future. 
 
The `O' Share Fund has received further consideration from Special 
Mail Services based on performance totalling GBP19,808 during the year. 
 
As part of a new initiative to generate additional high-quality MBO 
investments, the Fund holds investments of GBP1 million each alongside other 
MPEP advised funds in three acquisition vehicles, Apricot Trading, Aust 
Construction Investors and Calisamo Management, headed by experienced Chairmen 
well known to MPEP. These individuals are working closely with us in seeking 
to identify and complete investments in specific sectors relevant to their 
industry knowledge and experience. We have established these companies to 
provide time for us to identify and invest in suitable target companies at 
sufficiently attractive prices. Since the year-end, Calisamo has completed an 
investment into Country Baskets and changed its name to CB Imports Group 
Limited, while the other two companies have commenced trading, providing 
management consultancy services in their chosen sector. 
 
Unfortunately there are a few companies in the portfolio, 
particularly those which are more directly exposed to the construction and 
retail sectors that are suffering from the negative effects of the recession. 
Youngman, PXP and Plastic Surgeon have all suffered from the significant 
downturn in the construction industry as business volumes have shrunk and 
reduced demand from major customers has impacted on revenue. Youngman in 
particular was well-placed to withstand these pressures and remains 
profitable. It is still too early to assess when we are likely to see signs of 
recovery in these areas. Blaze Signs has also continued to experience a fall 
in activity arising from much reduced levels of new signage rollouts from its 
major customers. 
 
Foresight and Nova `O' Share Fund investments 
 
With effect from 1 October 2008, MPEP assumed responsibility from 
Foresight for the eleven investments it managed on behalf of the `O' Share 
Fund. 
 
Some of these businesses, for example Biomer and NexxtDrive, remain 
at an early stage in terms of revenue generation and have not yet achieved 
break-even levels and remain cash negative. 
 
Camwood is the strongest performer in the portfolio and is making 
good progress. The development of its AppDNA application for Microsoft Windows 
is now doing well and appears to be gaining traction in its market. DCG Group 
remains profitable and is doing particularly well in the US. The performance 
of Aquasium has also shown improvement over the last year. Oxonica lost a 
major litigation case at the Court of Appeal. The majority of the executive 
team have since left the company which has delisted itself from AiM. The 
company's future remains uncertain. 
 
`S' Share Fund 
 
The Fund completed investments in ATG Media Holdings (GBP404,158 for 
a 3.6% equity stake) and MC440 (Westway) (GBP169,483 representing a 1.4% equity 
stake) alongside the `O' Share Fund as described above. 
 
Since the year-end, a new investment of GBP303,089 was made into CB 
Imports Group Limited, a distributor of floral sundries. 
 
The Fund has retained in cash a high percentage of the funds raised 
in 2008 and we will apply this to new investments when the market recovers and 
the right opportunities begin to emerge. 
 
Investment outlook 
 
It is difficult to predict where the economy will go over the 
coming year. It shows little sign of improvement and remains fragile. We have 
however worked very hard with investee companies to make sure that they are 
taking all the measures they can to cut costs. We expect that follow-on 
finance to support portfolio companies may become a focus over the coming 
months. We also anticipate much more attractive buying conditions emerging as 
the year progresses. Having retained significant uninvested cash, we believe 
the Company is well placed to cover both the portfolio needs that may arise 
and the new investment opportunities presented. 
 
 
Investment Portfolio Summary - 'O' Share Fund 
as at 30 September 2009 
                                                                               % of      % of 
                                 Cost at   Valuation  Additional   Valuation Equity Portfolio 
                                                  at investments          at held 2  by value 
                               30-Sep-09   30-Sep-08               30-Sep-09 
                                       GBP           GBP           GBP           GBP 
 
Image Source Group Limited       305,000   2,241,678           -   2,259,232  39.6%    11.72% 
Royalty free photography 
creator 
Amaldis (2008) Limited            80,313   1,248,967           -   1,586,734   9.2%     8.22% 
(Original Additions) 
Manufacturer and distributor 
of beauty products 
HWA Limited (Holloway White       34,553   2,359,597           -   1,457,407  21.1%     7.55% 
Allom) 
High value property 
restoration 
and refurbishment 
DiGiCo Europe Limited            514,096     763,337           -   1,131,870   4.3%     5.87% 
Designer and manufacturer of 
audio mixing desks 
Camwood Limited 3              1,028,181     552,444           -   1,013,233  34.7%     5.25% 
Provider of software 
repackaging 
services 
Apricot Trading Limited        1,000,000   1,000,000           -   1,000,000  24.5%     5.18% 
Company seeking to acquire 
businesses in the marketing 
services and media sector 
Aust Construction Investors    1,000,000   1,000,000           -   1,000,000  16.3%     5.18% 
Company seeking to acquire 
businesses in the 
construction 
sector 
Calisamo Management Limited    1,000,000   1,000,000           -   1,000,000  16.3%     5.18% 
Company seeking to acquire 
businesses in the healthcare 
sector 
I-Dox plc 5                      872,625     816,667           -     796,250   2.4%     4.13% 
Provider of document storage 
systems 
VSI Limited                      245,595     675,439           -     794,146   9.2%     4.12% 
Provider of software for CAD 
and CAM vendors 
PastaKing Holdings Limited       292,405     856,250           -     778,913   4.5%     4.04% 
Manufacturer and supplier of 
fresh pasta meals 
Youngman Group Limited         1,000,052   1,615,929           -     700,992   8.5%     3.63% 
Manufacturer of ladders and 
access towers 
ATG Media Holdings Limited       595,842           -     595,842     595,842   5.3%     3.09% 
Publisher and online auction 
platform operator 
Tikit Group plc 4                500,000     899,999           -     595,651   3.0%     3.09% 
Provider of consultancy, 
services 
and software solutions for 
law firms 
Aquasium Technology Limited 3    700,000     311,306           -     564,739  16.7%     2.93% 
Manufacturing and marketing 
of 
bespoke electron beam welding 
and vacuum furnace equipment 
Focus Pharma Holdings Limited    516,900     516,900           -     525,858   2.1%     2.73% 
Licensor and distributor of 
generic pharmaceuticals 
MC 440 Limited (Westway          389,703           -     389,703     389,703   3.3%     2.03% 
Cooling) 
Installation, service and 
maintenance 
of air conditioning systems 
Vectair Holdings Limited         215,914     341,830           -     375,136   4.6%     1.94% 
Designer and distributor of 
washroom products 
British International            500,000     375,112           -     359,765   5.0%     1.86% 
Holdings 
Limited 
Helicopter service operator 
Monsal Holdings Limited          471,605     318,335      47,158     353,704   5.7%     1.83% 
Supplier of engineering 
services 
to water and waste sectors 
Brookerpaks Limited               55,000     417,540           -     324,447  17.1%     1.68% 
Importer and distributor of 
garlic 
and vacuum-packed vegetables 
to 
supermarkets and the 
wholesale 
trade 
ANT plc3                         462,816     196,979           -     275,770   2.7%     1.43% 
Provider of embedded browser/ 
email software for consumer 
electronics and Internet 
appliances 
DCG Group Limited 3              312,074     321,013           -     262,861   6.3%     1.36% 
Design, supply and 
integration 
of data storage solutions 
Biomer Technology Limited 4      137,170     137,170           -     226,585   4.4%     1.17% 
Developer of biomaterials for 
medical devices 
NexxtDrive Limited 4             812,014     203,004           -     203,004   8.4%     1.05% 
Developer and exploiter of 
mechanical transmission 
technologies 
Sarantel plc 3                 1,881,251      68,078           -     153,175   3.6%     0.79% 
Developer and manufacturer 
of antennae for mobile phones 
and other wireless devices 
Blaze Signs Holdings Limited   1,338,500   1,392,644           -     132,589  12.5%     0.69% 
Manufacturer and installer of 
signs 
B G Consulting Group Limited/  1,153,976     256,530           -     115,027  33.2%     0.60% 
Duncary 4 Limited 
Technical training business 
Racoon International Holdings    550,852      13,692           -      79,496   7.7%     0.41% 
Limited 
Supplier of hair extensions, 
hair care products and 
training 
The Plastic Surgeon Holdings     307,071     153,536           -      76,768   4.6%     0.40% 
Limited 
Supplier of snagging and 
finishing services to 
property 
sector 
Legion Group plc (formerly       150,000      64,286           -      53,571   0.7%     0.28% 
SectorGuard plc) 
Provider of manned guarding, 
mobile patrols and alarm 
response 
services 
Campden Media Limited            334,880      65,842           -      44,438   3.6%     0.23% 
Magazine publisher and 
conference organiser 
Corero plc (formerly Mondas      600,000      73,672           -      34,381   6.5%     0.18% 
plc) 3 
Provider of e-business 
technologies 
Alaric Systems Limited 3         595,803      30,647           -      30,647   8.1%     0.16% 
Software developer and 
provider 
of support services in the 
credit/ 
debit card authorisation and 
payments market 
Aigis Blast Protection           272,120      68,030           -           0            0.00% 
Limited 3                                                                      3.7% 
Specialist blast containment 
materials company 
Inca Interiors Limited           350,000           0           -           0   0.0%     0.00% 
Design, supply and 
installation 
of quality kitchens to house 
developers 
Letraset Limited                 650,000           0           -           0   5.0%     0.00% 
Manufacturer and worldwide 
distributor of graphic art 
products 
Oxonica plc 3                  2,524,527   1,113,991           -           0  10.6%     0.00% 
Leading international 
nanomaterials group 
PXP Holdings Limited             920,176     324,860     129,264           0   6.8%     0.00% 
(Pinewood 
Structures) 
Designer, manufacturer and 
supplier of timber frames for 
buildings 
Bloomsbury Professional                -           -           -   1,294,585   0.0%     0.00% 
Limited 
(formerly Tottel Publishing 
Limited) - company sold in 
July 2009 
Publisher of specialist legal 
and 
taxation titles 
Other investments in the         380,436           0           0           0      -     0.00% 
portfolio 1 
 
                                    ====        ====        ====        ====             ==== 
'O' Share Fund Total          25,051,450  23,089,889   1,161,967  19,291,934          100.00% 
                                    ====        ====        ====        ====             ==== 
 
 
1 'Other investments in the portfolio' comprises Stortext-FM Limited/Stortext 
(DO) Limited. 
 
2 The percentage of equity held for these companies may be subject to further 
dilution of an additional 1% or more if, for example, management of the 
investee company exercises share options. 
 
3 Investment formerly managed by Foresight Group up to 10 March 2009. 
 
4 Investment formerly managed by Nova Capital Management Limited until 31 
August 2007 and by Foresight Group until 10 March 2009 
 
5 Investment formerly managed by Nova Capital Management Limited until 31 
August 2007. 
 
 
Investment Portfolio Summary - 'S' Share Fund 
as at 30 September 2009 
                                                                             % of      % of 
                                 Cost at   Valuation  Additional   Valuation Equity Portfolio 
                                                  at investments          at held 1  by value 
                               30-Sep-09   30-Sep-08               30-Sep-09 
 
                                       GBP           GBP           GBP           GBP 
 
ATG Media Holdings Limited       404,158           -     404,158     404,158   3.6%    67.54% 
Publisher and online auction 
platform operator 
MC 440 Limited (Westway          169,483           -     169,483     169,483   1.4%    28.32% 
Cooling) 
Installation, service and 
maintenance of air 
conditioning 
systems 
The Plastic Surgeon Holdings      99,011      49,506           -      24,753   1.5%     4.14% 
Limited 
Supplier of snagging and 
finishing services to 
property 
sector. 
                                    ====        ====        ====        ====             ==== 
'S' Share Fund Total             672,652      49,506     573,641     598,394          100.00% 
                                    ====        ====        ====        ====             ==== 
 
                                    ====        ====        ====        ====             ==== 
Company total                 25,724,102  23,139,395   1,735,608  19,890,328          100.00% 
                                    ====        ====        ====        ====             ==== 
 
 
1 The percentage of equity held for these companies may be subject to further 
dilution of an additional 1% or more if, for example, management of the 
investee company exercises share options. 
 
 
Statement of Directors' Responsibilities 
 
The Directors are responsible for preparing the Directors' Report, 
the Directors' Remuneration Report and the financial statements in accordance 
with applicable law and regulations. They are also responsible for ensuring 
that the Annual Report includes information required by the Listing Rules of 
the Financial Services Authority. 
 
Company law requires the Directors to prepare financial statements 
for each financial year. Under that law the Directors have elected to prepare 
the financial statements in accordance with United Kingdom Generally Accepted 
Accounting Practice (United Kingdom Accounting Standards and applicable law). 
Under company law the Directors must not approve the financial statements 
unless they are satisfied that they give a true and fair view of the state of 
affairs of the Company and of the profit or loss of the Company for that 
period. In preparing these financial statements the directors are required to: 
 
  - select suitable accounting policies and then apply them 
    consistently; 
 
  - make judgments and estimates that are reasonable and prudent; 
 
  - state whether applicable accounting standards have been followed, 
    subject to any material departures disclosed and explained in the 
    financial statements; 
 
  - prepare the financial statements on the going concern basis unless 
    it is inappropriate to presume that the company will continue in business. 
 
The Directors are responsible for keeping proper accounting records 
that are sufficient to show and explain the company's transactions and 
disclose with reasonable accuracy at any time the financial position of the 
Company and enable them to ensure that the financial statements comply with 
the Companies Act 2006. They are also responsible for safeguarding the assets 
of the Company and hence for taking reasonable steps for the prevention and 
detection of fraud and other irregularities. 
 
The Directors are responsible for the maintenance and integrity of the 
corporate and financial information included on the company's website. 
Legislation in the United Kingdom governing the preparation and dissemination 
of the financial statements and other information included in annual reports 
may differ from legislation in other jurisdictions. 
 
The Directors confirm that to the best of their knowledge that: 
 
(a) the financial statements, prepared in accordance with UK Generally 
Accepted Accounting Practice (UK GAAP) and the 2003 Statement of Recommended 
Practice, `Financial Statements of Investment Trust Companies and Venture 
Capital Trusts' (SORP), revised in 2005 and 2009, give a true and fair view of 
the assets, liabilities, financial position and the loss of the Company. 
 
(b) the management report, comprising the Chairman's Statement, Investment 
Portfolio Summary, Investment Manager's Review and Directors' Report includes 
a fair review of the development and performance of the business and the 
position of the Company, together with a description of the principal risks 
and uncertainties that it faces. 
 
For and on behalf of the Board: 
 
Colin Hook 
Chairman 
 
 
Unaudited Non-Statutory Analysis between the 'O' Share and 'S' Share Funds 
for the year ended 30 September 2009 
 
1. Income statements for the year ended 30 September 2009 
 
                                'O' Share                         'S' Share 
                                  Fund                              Fund 
                       Revenue     Capital       Total    Revenue   Capital      Total 
 
                             GBP           GBP           GBP          GBP         GBP          GBP 
 
Unrealised losses on         - (3,522,533) (3,522,533)          -  (24,753)   (24,753) 
investments held at 
fair 
value 
Realised gains on 
investments held at 
fair value                   -     597,637     597,637          -         -          - 
Income                 713,044      67,950     780,994    218,315         -    218,315 
Investment           (138,772)   (416,316)   (555,088)   (54,110) (162,329)  (216,439) 
management 
fees 
Other expenses       (368,365)           -   (368,365)  (143,399)         -  (143,399) 
 
                          ====        ====        ====       ====      ====       ==== 
Profit/(loss) on       205,907 (3,273,262) (3,067,355)     20,806 (187,082)  (166,276) 
ordinary 
activities before 
taxation 
Tax on profit/(loss) 
on 
ordinary activities   (23,356)      23,356           -    (9,674)     9,674          - 
                                                             ====      ====       ==== 
Profit/(loss) on 
ordinary 
activities after 
taxation 
for the financial      182,551 (3,249,906) (3,067,355)     11,132 (177,408)  (166,276) 
year 
                          ====        ====        ====       ====      ====       ==== 
 
Basic and diluted 
earnings per share 
                        0.52 p     (9.25)p     (8.73)p     0.09 p   (1.50)p    (1.41)p 
 
Average number of                                                           11,806,467 
shares in issue 
                                            35,148,192 
 
 
 
                                  Total 
                       Revenue     Capital       Total 
 
                             GBP           GBP           GBP 
 
Unrealised losses on 
investments held at 
fair 
value                        - (3,547,286) (3,547,286) 
Realised gains on 
investments held at 
fair value                   -     597,637     597,637 
Income                 931,359      67,950     999,309 
Investment 
management 
fees                 (192,882)   (578,645)   (771,527) 
Other expenses       (511,764)           -   (511,764) 
                          ====        ====        ==== 
Profit/(loss) on 
ordinary 
activities before 
taxation               226,713 (3,460,344) (3,233,631) 
Tax on profit/(loss) 
on 
ordinary activities   (33,030)      33,030           - 
                          ====        ====        ==== 
Profit/(loss) on 
ordinary 
activities after 
taxation 
for the financial 
year                   193,683 (3,427,314) (3,233,631) 
                          ====        ====        ==== 
 
 
 
2. Balance sheets as at 30 September 2009 
 
                       'O' Share   'S' Share            Adjustments         Total 
                            Fund        Fund             (see note 
                                                           below) 
                               GBP           GBP          GBP            GBP            GBP 
Fixed assets 
Assets held at fair 
value 
through profit and 
loss - 
investments           19,291,934     598,394                           19,890,328 
 
Current assets 
 
Debtors and              285,807      15,937  (115,868)      185,876 
prepayments 
Other assets           5,440,722  10,521,348              15,962,070 
Cash at bank              37,925      17,713                  55,638 
                            ====        ====       ====         ====         ==== 
                       5,764,454  10,554,998  (115,868)   16,203,584 
 
Creditors: amounts 
falling due within 
one                    (174,507)   (152,176)    115,868    (210,815) 
year 
                            ====        ====       ====         ====         ==== 
Net current 
assets/(liabilities) 
                       5,589,947  10,402,822                           15,992,769 
                            ====        ====       ====         ====         ==== 
Net assets            24,881,881  11,001,216                           35,883,097 
                            ====        ====       ====         ====         ==== 
Capital and reserves 
Called up share                                                           466,309 
capital                  348,244     118,065 
Share premium                                                             308,614 
reserve                  308,614           - 
Capital redemption                                                         73,017 
reserve                   73,017           - 
Capital reserve -                                                     (5,279,832) 
unrealised           (5,205,574)    (74,258) 
Special reserve       17,123,088  10,828,918                           27,952,006 
Profit and loss                                                        12,362,983 
account               12,234,492     128,491 
                            ====        ====       ====         ====         ==== 
Equity shareholders' 
funds 
                      24,881,881  11,001,216                           35,883,097 
                            ====        ====       ====         ====         ==== 
 
Number of shares in 
issue:                34,824,397  11,806,467 
 
Basic net asset 
value per 
1p share:                 71.45p      93.18p 
Diluted net asset 
value 
per 1p share:             71.45p      93.18p 
 
 
Note: The adjustment above nets off the inter-fund debtor and creditor 
balances, so that the "Total of both Funds" balance sheet agrees to the 
Statutory Balance Sheet below. 
 
 
3. Reconciliation of movements in Shareholders' Funds for the year ended 30 
September 2009 
 
                                   'O' Share   'S' Share 
                                        Fund        Fund        Total 
 
                                           GBP           GBP            GBP 
 
Opening shareholders' funds       29,624,220  11,167,492   40,791,712 
 
Net share capital bought back 
in the year                        (353,751)           -    (353,751) 
Net share capital subscribed for 
in the year                           96,826           -       96,826 
Loss for the year                (3,067,355)   (166,276)  (3,233,631) 
Dividends paid / payable in year (1,418,059)           -  (1,418,059) 
                                        ====        ====         ==== 
Closing shareholders' funds       24,881,881  11,001,216   35,883,097 
 
                                     ====        ====         ==== 
 
 
Income Statement 
 
for the year ended 30 September 2009 
 
                               30 September                       30 September 
                                       2009                               2008 
 
                       Revenue      Capital       Total   Revenue      Capital       Total 
 
                             GBP            GBP           GBP         GBP            GBP           GBP 
 
Net unrealised 
losses on 
investments                  -  (3,547,286) (3,547,286)         -  (7,553,875) (7,553,875) 
Net gains on 
realisation of 
investments                  -      597,637     597,637         -    2,053,510   2,053,510 
Income                 931,359       67,950     999,309 1,454,724            -   1,454,724 
Recoverable VAT              -            -           -    83,278      249,833     333,111 
Investment 
management fees      (192,882)    (578,645)   (771,527) (197,028)  (1,013,810) (1,210,838) 
Other expenses       (511,764)            -   (511,764) (517,005)            -   (517,005) 
                          ====         ====        ====      ====         ====        ==== 
Profit/(loss) on 
ordinary activities 
before taxation        226,713  (3,460,344) (3,233,631)   823,969  (6,264,342) (5,440,373) 
 
Tax on profit/(loss) 
on ordinary 
activities            (33,030)       33,030           - (106,773)      106,773           - 
                          ====         ====        ====      ====         ====        ==== 
Profit/(loss) on 
ordinary activities 
after taxation for 
the financial year     193,683  (3,427,314) (3,233,631)   717,196  (6,157,569) (5,440,373) 
                          ====         ====        ====      ====         ====        ==== 
Basic and diluted 
earnings per share - 
'O' Share Fund           0.52p      (9.25)p     (8.73)p     1.66p     (16.72)p    (15.06)p 
Basic and diluted 
earnings per share - 
'S' Share Fund           0.09p      (1.50)p     (1.41)p     1.26p      (1.30)p     (0.04)p 
 
 
All the items in the above statement derive from continuing operations. No 
operations were acquired or discontinued in the period. The total column is 
the Profit and Loss Account of the Company. There were no other recognised 
gains and losses in the year. 
 
Other than the revaluation movements arising in investments held at fair value 
through Profit and Loss Account, there were no differences between the 
profit/(loss) as stated above and at historical cost. 
 
 
 
 
Balance Sheet 
 
as at 30 September 2009 
 
                                             as at 30                              as at 30 
                                          September 2009                        September 2008 
 
                                   GBP            GBP             GBP          GBP            GBP             GBP 
Fixed assets 
Investments at fair value                                 19,890,328                            23,139,395 
 
Current assets 
Debtors and prepayments           185,876                             1,843,777 
Current investments            15,962,070                            16,336,014 
Cash at bank                       55,638                                65,690 
                                     ====                                  ==== 
                                              16,203,584                            18,245,481 
 
Creditors: amounts falling 
due within one year                            (210,815)                             (593,164) 
                                                    ====        ====                      ==== 
Net current assets                                        15,992,769                            17,652,317 
                                     ====           ====        ====       ====           ====        ==== 
Net assets                                                35,883,097                            40,791,712 
                                     ====           ====        ====       ====           ====        ==== 
 
Capital and reserves 
Called up share capital                                      466,309                               472,580 
Share premium account                                        308,614                            11,266,282 
Capital redemption reserve                                    73,017                                65,472 
Capital reserve - unrealised                             (5,279,832)                           (1,252,761) 
Special reserve                                           27,952,006                            18,169,799 
Profit and loss account                                   12,362,983                            12,070,340 
                                     ====           ====        ====       ====           ====        ==== 
                                                          35,883,097                            40,791,712 
                                     ====           ====        ====       ====           ====        ==== 
 
Net asset value per share 
 
'O' Shares - basic                                            71.45p                                83.56p 
'O' Shares - diluted                                          71.45p                                82.39p 
'S' Shares - basic and diluted                                93.18p                                94.59p 
 
 
 
 
Reconciliation of Movements in Shareholders' Funds 
 
for the year ended 30 September 2009 
 
                                                       2009           2008 
 
                                                          GBP              GBP 
 
Opening shareholders' funds                      40,791,712     36,778,493 
 
Net share capital bought back in the year         (353,751)    (1,063,732) 
Net share capital subscribed for in the year         96,826     11,248,511 
Loss for the year                               (3,233,631)    (5,440,373) 
Dividends paid/payable in the year              (1,418,059)      (731,187) 
                                                       ====           ==== 
Closing shareholders' funds                      35,883,097     40,791,712 
                                                       ====           ==== 
 
 
 
Cash Flow Statement 
 
for the year ended 30 September 2009 
 
                                                Year ended        Year ended 
 
                                         30 September 2009 30 September 2008 
 
Operating activities                                     GBP                 GBP 
 
Investment income received                       1,081,127         1,435,092 
VAT received and interest thereon                  408,305                 - 
Investment management fees paid                (1,200,016)         (782,286) 
Other cash payments                              (477,847)         (564,901) 
                                                      ====              ==== 
Net cash (outflow)/inflow from 
operating activities                             (188,431)            87,905 
 
Investing activities 
Acquisition of investments                       (735,608)       (5,735,193) 
Disposal of investments                          2,215,027         7,247,239 
                                                      ====              ==== 
Net cash inflow from investing 
activities                                       1,479,419         1,512,046 
 
Equity Dividends 
Payment of equity dividends                    (1,418,059)       (1,385,722) 
 
                                                      ====              ==== 
Net cash (outflow)/inflow before 
financing and liquid resource management         (127,071)           214,229 
 
Management of liquid resources 
Decrease/(increase) in monies held 
pending investment                                 373,944       (9,754,517) 
 
Financing 
Issue of Ordinary shares                            96,826        11,171,285 
Purchase of own shares                           (353,751)       (1,612,169) 
                                                      ====              ==== 
Net cash (outflow)/inflow from financing         (256,925)         9,559,116 
 
                                                      ====              ==== 
(Decrease)/increase in cash for the year          (10,052)            18,828 
                                                      ====              ==== 
 
 
 
Notes 
 
1. Basis of accounting 
 
The accounts have been prepared under UK Generally Accepted Accounting 
Practice (UK GAAP) and, the Statement of Recommended Practice, `Financial 
Statements of Investment Trust Companies and Venture Capital Trusts' ("the 
SORP") issued by the Association of Investment Trust Companies in January 2003 
and revised in 2005 and in 2009. 
 
2. Income 
 
                                                                          2009                           2008 
                                                                             GBP                              GBP 
Income from investments 
- from equities                                                        199,022                        305,895 
- from OEIC funds                                                      291,911                        659,358 
- from loan stock                                                      399,866                        445,525 
- from bank deposits                                                    21,480                         43,946 
- from VAT recoverable                                                  36,050                              - 
                                                                          ====                           ==== 
                                                                       948,329                      1,454,724 
 
Other income                                                            50,980                              - 
                                                                          ====                           ==== 
Total income                                                           999,309                      1,454,724 
 
Total income comprises 
Revenue dividends received                                             422,983                        965,253 
Capital dividends received                                              67,950                              - 
Interest                                                               457,396                        489,471 
Other income                                                            50,980                              - 
                                                                          ====                           ==== 
                                                                       999,309                      1,454,724 
 
Income from investments comprises 
Listed overseas securities                                             291,911                        659,358 
Unlisted UK securities                                                 598,888                        751,420 
                                                                          ====                           ==== 
                                                                       890,799                      1,410,778 
 
Income from VAT recoverable relates to interest received on 
VAT recoverable recognised in the year ended 30 September 2008. 
 
Loan stock interest above is stated after deducting an amount of GBPnil (2008: 
GBP27,067), being a provision made against loan stock interest regarded as 
collectable in previous years. 
 
Total loan stock interest due but not recognised in the year was GBP512,386 
(2008: GBP568,758). 
 
3. Recoverable VAT 
 
                             Revenue       Capital          Total       Revenue       Capital         Total 
                                2009          2009           2009          2008          2008          2008 
 
                                   GBP             GBP              GBP             GBP             GBP             GBP 
 
Recoverable VAT                    -             -              -        83,278       249,833       333,111 
 
 
As at 30 September 2008, the Directors considered 
it reasonable certain that the Company would obtain a repayment of VAT of not 
less than GBP462,702. This was based upon information supplied by the Company's 
current and former Investment Managers, and discussions with the Company's 
professional advisors as a result of the European Court of Justice ruling and 
subsequent HMRC briefing that management fees be exempt for VAT purposes. 
During the year, a total of GBP408,305 of VAT recoverable and related interest 
has been actually received with the amounts disclosed in note 11 still yet to 
be received. 
 
 
4. Net asset value per share 
 
                             2009       2009        2008       2008 
                        'O' Share  'S' Share   'O' Share  'S' Share 
                             Fund       Fund        Fund       Fund 
 
                                GBP          GBP           GBP          GBP 
 
Net assets             24,881,881 11,001,216  29,624,220 11,167,492 
Number of shares in 
issue                  34,824,397 11,806,467  35,451,438 11,806,467 
 
Basic net asset value 
per 
share                      71.45p     93.18p      83.56p     94.59p 
Diluted net asset 
value per 
share                      71.45p     93.18p      82.39p          - 
 
 
 
4. Return per `O' Share 
 
The basic revenue return per `O' Share is based on the net revenue 
from ordinary activities after taxation of GBP182,551 (2008: GBP599,837) and on 
35,148,192 (2008: 36,109,718) `O' Shares, being the weighted average number of 
`O' Shares in issue during the year. 
 
The basic capital return per `O' Share is based on net realised 
capital loss of GBP3,249,906 (2008: GBP6,036,417) and on 35,148,192 (2008: 
36,109,718) `O' Shares, being the weighted average number of `O' Shares in 
issue during the year. 
 
5. Return per `S' Share 
 
The basic revenue return per `S' Share is based on the net revenue 
from ordinary activities after taxation of GBP11,132 (2008: GBP117,359) and on 
11,806,467 (2008: 9,341,544) `S' Shares, being the weighted average number of 
`S' Shares in issue during the year. 
 
The basic capital return per `S' Share is based on net realised 
capital losses of GBP177,408 (2008: GBP121,152) and on 11,806,467 (2008: 
9,341,544) `S' Shares, being the weighted average number of `S' Shares in 
issue during the year. 
 
6. Investment Manager's fees 
 
In accordance with the policy statement published under "Management 
and Administration" in the Company's Prospectus dated 13 October 2000, the 
Directors have charged 75% of the investment management expenses to capital 
reserve except for the incentive fee payable, which is charged 100% to 
capital. 
 
7. Dividends 
 
The Company proposes to pay a final dividend of 2 pence per share, 
comprising 0.5 pence per share from income and 1.5 pence per share from 
capital, to `O' Fund Shareholders. 
 
The Company proposes to pay a final dividend of 0.5 pence per 
share, comprising 0.5 of a penny per share from income to `S' Fund 
Shareholders. 
 
The dividends will be recommended to members at the Annual General 
Meeting and, if approved, will be paid on 17 March 2010 to shareholders on the 
Register on 19 February 2010. 
 
. 
 
8. Post balance sheet events 
 
On 14 November 2009, the `O' Share Fund's entire holding in 
PastaKing Holdings Limited was sold realising net proceeds of GBP779k. 
 
On 30 November 2009, the `O' Share Fund invested GBP91k as a follow 
on Loan stock investment in British International Holdings Limited. 
 
On 10 December 2009, the `O' Share Fund's acquisition vehicle 
Calisamo Management Limited changed its name to CB Imports Group Limited and 
invested GBP697k to acquire Country Baskets, in which the `S' Share Fund also 
invested GBP303k. 
 
9. Financial information 
 
The financial information set out in these statements does not 
constitute the Company's statutory accounts for the year ended 30 September 
2009 but is derived from those accounts. Statutory accounts will be delivered 
to the Registrar of Companies after the Annual General Meeting. 
 
10. Annual Report 
 
A Summary Annual Report will be circulated by post to all 
Shareholders shortly and copies will be available thereafter to members of the 
public from the Company's registered office. Shareholders who wish to receive 
a copy of the full Annual Report may request a copy by writing to the Company 
Secretary, Matrix-Securities Limited, One Vine Street, London W1J 0AH. 
Alternatively copies may be downloaded via the Company's website at 
www.incomeandgrowthvct.co.uk 
 
11. The Annual General Meeting of the Company will be held at 11.00 
am on Wednesday, 3 March 2010 at One Vine Street, London W1J 0AH. 
 
 
 
END 
 

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