28 May 2012
GUILD ACQUISITIONS PLC
("Guild" or "the Company")
Final Results- For The Year Ended 31 December 2011
CO - CHAIRMAN'S REPORT
In the year to 31 December 2011 the Company made a loss of £61,604 (2010: profit of £24,636)
principally due to the annual cost of administrative expenses. Net assets per share at the year-
end stood at 0.24 pence (2010: 0.27 pence).
Whilst we continue to look for low cost shares with a significant potential upside, it is proving
difficult to buy at the right price and, given the insecurity of the Euro, few fund managers are
clear which way the market is going to go over the next year. However we did manage to pick up 4
million shares and 3 million warrants in Equity Resources plc for a cost of £20,000 and
subsequently took up the warrants at a price of 1 pence per share.
By now I expect you will have read about PLUS Markets which plan to close in the next few months.
We wait to see whether a successor market develops in another form.
May I, once again, thank our shareholders for their patience.
SHAUN DOWLING
........................
S Dowling
Co- Chairman
24th May 2012
REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2011
The directors present their report with the financial statements of the company for the year ended
31 December 2011.
PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of an investment trading
company established to grow early stage small and medium sized companies by injecting seed capital
and expertise with a view to assisting those companies raise further funds on the capital market
for further development.
REVIEW OF BUSINESS
The results for the year and financial position of the company and the group are as shown in the
annexed financial statements.
A more detailed review of the business is given in the Co-Chairman's Report. Given the straight
forward nature of the business, the Company's directors are of the opinion that an analysis using
KPI's is not necessary for an understanding of the development, performance or position of the
business.
DIVIDENDS
No dividends will be distributed for the year ended 31 December 2011.
FUTURE DEVELOPMENTS
These are discussed fully in the Co-Chairman's Report.
DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2011 to
the date of this report.
G Hunt
S Dowling
Other changes in directors holding office are as follows:
S Corran was appointed as a director after 31 December 2011 but prior to the date of this report.
J Banks ceased to be a director after 31 December 2011 but prior to the date of this report.
COMPANY'S POLICY ON PAYMENT OF CREDITORS
The Company's policy is to settle terms of payments with suppliers when agreeing the terms of each
transaction, ensuring suppliers are made aware of the terms of payment and abide by those terms.
At 31 December 2011, the company's trade creditors were equivalent to 46 days (2010:16 days).
CORPORATE GOVERNANCE
The directors recognise the importance of sound corporate governance and intend to observe the
requirements of the Code of Best Practice, as published by the Committee on Corporate Governance
(commonly known as the "Combined Code") to the extent they consider appropriate in light of the
Company's size, stage of development and resources. At present, due to the size of the Company,
audit, remuneration and risk management issues will be addressed by the Board supported by Members
of the Advisory Board. As the Company grows the Board will consider establishing an audit and
management committee and will consider developing further policies and procedures which reflect
the principles of good governance and the Combined Code.
KEY RISKS AND UNCERTAINTIES
Guild Acquisitions plc 's strategy is to provide seed capital into start-up or early stage
companies, to assist their management in developing their businesses and to help them raise
further funds when needed in the capital markets. Such businesses have the potential to create the
greatest uplift in investment value. But likewise, have the greatest downside risks. Most start-up
companies either fail or run out of cash, so any investment company like Guild Acquisitions plc
needs a star in its investment portfolio to offset any failures.
SUBSTANTIAL INTERESTS
On 31 December 2011 the following were registered as being interested in 3% or more of the
Company's ordinary share capital:
31 December 2011 Percentage of
Ordinary Shares of 0.1 p Each Issued Share Capital
R B Rowan 117,983,333 63.4%
Starvest PLC 22,666,666 12.2%
S Dowling 21,250,000 11.4%
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Annual Report and the financial statements in
accordance with applicable law and regulations.
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 judgements and accounting 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 adequate 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.
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section
418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has
taken all the steps that he ought to have taken as a director in order to make himself aware of
any relevant audit information and to establish that the company's auditors are aware of that
information.
AUDITORS
M R Salvage LLP resigned as auditors during the year and M R Salvage Limited were appointed to
fill the vacancy arising. M R Salvage Limited will be proposed for re-appointment at the
forthcoming Annual General Meeting.
ON BEHALF OF THE BOARD:
.................................................................
G Hunt - Director
Date: 24th May 2012
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
GUILD ACQUISITIONS PLC
We have audited the financial statements of Guild Acquisitions PLC for the year ended
31 December 2011 on pages seven to eighteen. The financial reporting framework that has been
applied in their preparation is applicable law and United Kingdom Accounting Standards (United
Kingdom Generally Accepted Accounting Practice).
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to
the company's members those matters we are required to state to them in an auditor's report and
for no other purpose. To the fullest extent permitted by 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
As explained more fully in the Statement of Directors' Responsibilities set out on page four, the
directors are responsible for the preparation of the financial statements and for being satisfied
that they give a true and fair view. Our responsibility is to audit and express an opinion on the
financial statements in accordance with applicable law and International Standards on Auditing (UK
and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical
Standards for Auditors.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements
sufficient to give reasonable assurance that the financial statements are free from material
misstatement, whether caused by fraud or error. This includes an assessment of: whether the
accounting policies are appropriate to the company's circumstances and have been consistently
applied and adequately disclosed; the reasonableness of significant accounting estimates made by
the directors; and the overall presentation of the financial statements. In addition, we read all
the financial and non-financial information in the Co - Chairman's Report and the Report of the
Directors to identify material inconsistencies with the audited financial statements. If we
become aware of any apparent material misstatements or inconsistencies we consider the
implications for our report.
Opinion on financial statements
In our opinion the financial statements:
- give a true and fair view of the state of the company's affairs as at 31 December 2011 and of its loss for the year then ended;
- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
- have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Report of the Directors for the financial year for
which the financial statements are prepared is consistent with the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006
requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.
John Taylor (Senior Statutory Auditor)
for and on behalf of M R Salvage Limited
Chartered Accountants
and Registered Auditors
7/8 Eghams Court
Boston Drive
Bourne End
Buckinghamshire
SL8 5YS
Date: 24th May 2012
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2011
2011 2010
Notes £ £
TURNOVER - -
Cost of sales 11,418 (98,811)
GROSS (LOSS)/PROFIT (11,418) 98,811
Administrative expenses 50,186 74,179
OPERATING (LOSS)/PROFIT 3 (61,604) 24,632
Interest receivable and similar income - 4
(LOSS)/PROFIT ON ORDINARY ACTIVITIES
BEFORE TAXATION (61,604) 24,636
Tax on (loss)/profit on ordinary 4 - -
activities
(LOSS)/PROFIT FOR THE FINANCIAL YEAR (61,604) 24,636
Earnings per share expressed
in pence per share: 5
Basic -0.04 0.05
Diluted -0.04 0.05
CONTINUING OPERATIONS
None of the company's activities were acquired or discontinued during the current or previous
period. The company's non-trading subsidiary undertaking, Guild Management Limited was dissolved
on 31 August 2010 in the previous year.
TOTAL RECOGNISED GAINS AND LOSSES
The company has no recognised gains or losses other than the loss for the current year and the
profit for the previous year.
BALANCE SHEET
31 DECEMBER 2011
2011 2010
Notes £ £
CURRENT ASSETS
Debtors 6 1,200 -
Investments 7 317,753 279,171
Cash at bank 216,539 143,045
535,492 422,216
CREDITORS
Amounts falling due within one year 8 14,564 13,684
NET CURRENT ASSETS 520,928 408,532
TOTAL ASSETS LESS CURRENT
LIABILITIES 520,928 408,532
CREDITORS
Amounts falling due after more than one
year 9 66,000 62,000
NET ASSETS 454,928 346,532
CAPITAL AND RESERVES
Called up share capital 12 474,760 416,760
Share premium 13 422,882 306,882
Other reserves 13 4,000 8,000
Profit and loss account 13 (446,714) (385,110)
SHAREHOLDERS' FUNDS 16 454,928 346,532
The financial statements were approved by the Board of Directors on 24th May 2012 and were signed
on its behalf by:
.................................................................
G Hunt - Director
.................................................................
S Corran - Director
CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2011
2011 2010
Notes £ £ £ £
Net cash outflow
from operating activities 1 (50,616) (74,612)
Returns on investments and
servicing of finance 2 - 4
Taxation 110 250
Capital expenditure
and financial investment 2 (50,000) -
(100,506) (74,358)
Financing 2 174,000 199,300
Increase in cash in the year 73,494 124,942
Reconciliation of net cash flow
to movement in net funds 3
Increase
in cash in the period 73,494 124,942
Change in net funds resulting
from cash flows 73,494 124,942
Adjustment to equity element
on convertible loan (4,000) (8,000)
Movement in net funds in the year 69,494 116,942
Net funds at 1 January 81,045 (35,897)
Net funds at 31 December 150,539 81,045
NOTES TO THE CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2011
1. RECONCILIATION OF OPERATING (LOSS)/PROFIT TO NET CASH OUTFLOW FROM OPERATING ACTIVITIES
2011 2010
£ £
Operating (loss)/profit (61,604) 24,632
Exchange loss 2,918 6,630
Amount written off (2010: written back) trade investments 8,500 (105,441)
Increase in debtors (1,200) -
Increase/(decrease) in creditors 770 (433)
Net cash outflow from operating activities (50,616) (74,612)
2. ANALYSIS OF CASH FLOWS FOR HEADINGS NETTED IN THE CASH FLOW STATEMENT
2011 2010
£ £
Returns on investments and servicing of finance
Interest received - 4
Net cash inflow for returns on investments and servicing of finance - 4
Capital expenditure and financial investment
Purchase of current asset investments (50,000) -
Net cash outflow for capital expenditure and financial investment (50,000) -
Financing
Share issue 174,000 199,300
Net cash inflow from financing 174,000 199,300
NOTES TO THE CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2011
3. ANALYSIS OF CHANGES IN NET FUNDS
Other
non-cash At
At 1.1.11 Cash flow changes 31.12.11
£ £ £ £
Net cash:
Cash at bank 143,045 73,494 - 216,539
143,045 73,494 - 216,539
Debt:
Debts falling due
after one year (62,000) - (4,000) (66,000)
(62,000) - (4,000) (66,000)
Total 81,045 73,494 (4,000) 150,539
4. MAJOR NON-CASH TRANSACTIONS
£4,000 represents an adjustment to the equity element of the convertible loan provided by
Starvest PLC.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2011
1. ACCOUNTING POLICIES
Accounting convention
The financial statements have been prepared under the historical cost convention and are in
accordance with applicable accounting standards.
Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rate of
exchange ruling at the balance sheet date. Transactions in foreign currencies are
translated into sterling at the rate of exchange ruling at the date of transaction.
Exchange differences are taken into account in arriving at the operating profit/ (loss).
Costs of Sales
Cost of sales includes the book cost of trade investments sold in the year together with
any impairment in value of investments and foreign currency exchange differences recognised
in the year.
Investments
Investments comprise of shares and monetary loan stock.
Investments are held as current asset trade investments and are valued at the lower of cost
and net realisable value. Foreign denomination loans are translated into sterling at the
rate of exchange ruling at the balance sheet date. For those investments listed on a
recognised market, net realisable value is taken as mid-market price. Where the directors
consider the market price of a company is likely to irreversibly fall, additional write
downs in valuation to below mid-market price are made.
The net realisable value of certain investments is not readily determinable by reference to
a quoted market price. The directors have therefore made their own assessment of the net
realisable value and adjusted the carrying value of the investment where it is considered
less than cost. This estimate requires estimation techniques, which are reliant upon their
experience and expertise.
These current asset trade investments are held as part of an investment portfolio and no
investment is made as a media through which the Company carries on its business.
Investments which may otherwise be classified as Associates, do not therefore fall within
this classification for accounting purposes.
Convertible loans
Loans which may be converted into ordinary shares are given a split accounting treatment.
The conventional debt element is recognised as a liability and is calculated as the present
value of future cash flows of that debt as discounted at the rate of interest applied to
comparable debts without the right to convert. The remaining balance is accounted for as
equity being the fair value attaching to the option to convert and shown within other
reserves.
2. STAFF COSTS
2011 2010
£ £
Wages and salaries 7,200 7,050
The average monthly number of employees during the year was as follows:
2011 2010
Directors 3 3
Other employees - 2
3 5
3. OPERATING (LOSS)/PROFIT
The operating loss (2010 - operating profit) is stated after charging:
2011 2010
£ £
Auditors' remuneration 7,800 7,800
Exchange loss 2,918 6,630
Directors' remuneration 7,200 7,050
4. TAXATION
The Company manages its affairs from the Isle of Man or otherwise outside the United
Kingdom and does not carry on its business in the UK. On this basis the Company is not
liable to UK taxation. The Isle of Man operates a zero rate of tax.
5. EARNINGS PER SHARE
The basic earnings/loss per share is calculated by dividing the profit/loss for the period
attributable to ordinary shareholders by the weighted average number of shares in issue.
Loss for the period - (£61,604) (2010: profit £24,636)
Weighted average of Ordinary 0.1p Shares in issue - 157,061,002 (2010: 50,290,169)
Loss per share - basic - (0.04p) (2010: earnings per share 0.05p)
The conversion rights attaching to the Deferred Shares are not dilutive for the period.
Weighted average of Ordinary 0.1p Shares in issue for dilutive purposes, including
potential ordinary shares on conversion of loan - 161,061,002 (2010: 54,290,169)
(Loss)/Earnings per share - dilutive - (0.04p) (2010: 0.05p)
6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2011 2010
£ £
Prepayments and accrued income 1,200 -
7. CURRENT ASSET INVESTMENTS
Company
2011 2010
£ £
Publicly traded investments on PLUS 189,441 139,441
markets at cost
Unquoted investments 226,812 229,730
416,253 369,171
Impairment provision (98,500) (90,000)
317,753 279,171
The mid market price of the PLUS market shares at the balance sheet date was £314,654
(2010: £181,941).
Included in unquoted investments is a loan of £128,812 (2010 - £131,730) which is not
repayable within one year. The movement on the loan relates wholly to exchange losses
arising in the period.
8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2011 2010
£ £
Trade creditors 6,404 3,224
Taxation 360 250
Accrued expenses 7,800 10,210
14,564 13,684
9. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2011 2010
£ £
Other loans (see note 10) 66,000 62,000
A convertible loan was provided on 25th July 2008 by Starvest Plc in the sum of £70,000 for
a period of 5 years repayable on 25th July 2013. The Loan bears interest of 0% per annum.
Subject to 30 days notice to the Company by the Lender during the term of the Loan, the
Loan is convertible into 4 million ordinary shares in the Company at a price of 1.75 pence
per share. In accordance with the company's accounting policy, the equity element of the
convertible loan is included in other reserves. This amounts to £4,000 (2010: £8,000).
10. LOANS
An analysis of the maturity of loans is given below:
2011 2010
£ £
Amounts falling due between one and two years:
Other loans - 1-2 years 66,000 -
Amounts falling due between two and five years:
Other loans - 2-5 years - 62,000
11. FINANCIAL INSTRUMENTS
The company uses financial instruments, comprising cash, trade investments and trade
creditors, which arise directly from its operations. The main purposes of these instruments
is to further the company's operations.
Short term debtors and creditors
Short term debtors and creditors have been excluded from all of the following disclosures.
Trade investments
Trade investments are stated at cost less any provision for impairment. The difference
between fair and book value is set out in note 7. The board meets regularly to consider
investment strategy in respect of the company's portfolio.
Interest rate risk
The company finances its operations through new investment funds raised. The board utilises
short term floating rate interest bearing accounts to ensure adequate working capital is
available whilst maximising returns on deposits.
Liquidity risk
The company seeks to manage financial risk, to ensure sufficient liquidity is available to
meet foreseeable needs and to invest cash assets safely and profitably.
Borrowing facilities
The company currently has no overdraft facility. The board has borrowed funds on a long
term 5 year basis which it considers a prudent approach.
Currency risk
The company trades substantially within the United Kingdom and the majority of transactions
are denominated in sterling. The company has an investment denominated in Euros which is
subject to a degree of currency risk. The Euro has weakened against the Sterling. The
cumulative loss is unrealised. The board deems this an unavoidable risk given the nature of
the investment.
Fair values
Except where shown above, the fair values of the company's financial instruments are
considered equal to the book value.
12. CALLED UP SHARE CAPITAL
Allotted, issued and fully paid Class Nominal Value 2011 2010
Number: £ £
186,061,001 (2010: 128,061,002) Ordinary 0.1p 186,061 128,061
3,000,000 Deferred A 0.1p 3,000 3,000
3,000,000 Deferred B 0.1p 3,000 3,000
31,411,002 Deferred C 0.9p 282,699 282,699
474,760 416,760
Starvest plc has a convertible loan of £70,000 with a right during the 5 year loan period
(expires 25th July 2013) to convert to 4,000,000 ordinary shares at 1.75 pence per share.
Special rights/constraints attaching to the Deferred A and B Shares are as follows:
The Deferred A Share holders have one vote at general meetings of the Company. Until such
time as the Ordinary Shares of the Company have traded on PLUS markets or any other
facility recognised as a medium for trading shares at a mid market price of no less than 6p
per share for a continuous period of 28 days, these shares carry no rights to dividends or
to participation in the assets of the Company other than the right to repayment at par on a
winding up, such payment to be deferred to repayment at par of the ordinary shares. After
the mid market price has achieved 6p for a continuous period of 28 days each Deferred A
Share will have rights equivalent to Ordinary Shares.
In the event that on a winding up there is no surplus of assets of the Company over the
paid up capital of the Company the right to repayment of the Ordinary Shares will take
priority over the repayment of the Deferred A Shares.
The Deferred B Share holders have one vote at general meetings of the company. Until such
time as the Ordinary Shares of the Company have traded on PLUS markets or any other
facility recognised as a medium for trading shares at a mid market price of no less than
7.5p per share for a continuous period of 28 days, these shares carry no rights to
dividends or participation in the assets of the company other than a right to repayment at
par on a winding up, such repayment to be deferred to repayment at par of the Ordinary
Shares and Deferred A Shares. After the mid market price has achieved 7.5p for a continuous
period of 28 days each Deferred B Share will have rights equivalent to an Ordinary Share.
In the event that on a winding up there is no surplus of assets of the Company over the
paid up capital of the Company the right to repayment of the Ordinary Shares and the
Deferred A Shares will take priority over the repayment of the Deferred B Shares.
On 7 April 2010, the ordinary shares were sub-divided into one ordinary share 0.1 pence per
share and one Deferred C share of 0.9 pence per share.
Special rights/constraints attaching to the Ordinary Shares and Deferred C Shares are as
follows:
The Ordinary Shares will entitle the holders to receive notice of, attend and vote at
general meetings of the Company. The Ordinary Shares will carry the right to participate in
dividends declared by the Company. On a winding up, the Ordinary shares will carry the
right to repayment at par (£0.001 per share) in priority to Deferred A shares, Deferred B
shares and Deferred C shares and the right to participate in any surplus assets of the
Company.
The Deferred C Shares have very limited rights and will not entitle the holder to receive
notice of, attend or vote at general meetings of the Company. The Deferred C Shares will
carry no rights to participate in dividends declared by the Company. On a winding up, the
Deferred C Shares will carry the right to repayment at par (£0.009 per share), deferred to
repayment at par of the Ordinary Shares, Deferred A Shares and Deferred B Shares. The
Deferred C Shares do not carry the right to participate in any surplus assets of the
Company.
On 7 May 2010, 12 million Ordinary shares were issued to Mr Shaun Dowling at a price of
0.25 pence per share.
On 20 May 2010, 9,650,000 Ordinary shares were issued to Mr Ronald Bruce Rowan at a price
of 0.2 pence per share.
On 01 December 2010, 75 million Ordinary shares were issued to Mr Ronald Bruce Rowan at a
price of 0.2 pence per share.
On 30 June 2011, 33,333,333 Ordinary shares were issued to Mr Ronald Brue Rowan, 16,666,666
Ordinary shares were issued to Starvest PLC and 8,000,000 Ordinary Shares were issued to
Shaun Dowling. All of these shares were issued at a price of 0.3 pence per share.
In the event of any sub division of any part of the shares of the Company or in the event
of a takeover, amalgamation or any form of reconstruction of the Company the price
specified above for the Deferred A and B Shares shall be amended as may be just and
equitable in the circumstances in a manner to be determined by the auditors.
The current rights of the Deferred A and B Shares, as described above, are still in the
process of being amended to reflect that after the mid market prices stated above for the A
and B shares have been achieved for a continuous period of 28 days, each Deferred Share
will carry the same rights to dividends and to surpluses of the Company but will be
converted into Ordinary Shares.
13. RESERVES
Profit
and loss Share Other
account premium reserves Totals
£ £ £ £
At 1 January 2011 (385,110) 306,882 8,000 (70,228)
Deficit for the year (61,604) - - (61,604)
Cash share issue - 116,000 - 116,00
Adjustment to equity portion of loan - - (4,000) (4,000)(
At 31 December 2011 (446,714) 422,882 4,000 (19,832)
14. RELATED PARTY DISCLOSURES
The company owns 14.31% (2010: 16.22%) of the Ordinary Share capital of V22 plc. J Banks
and G Hunt are directors of both V22 plc and the company. S Dowling holds a 1.68% (2010:
1.9%) Ordinary shareholding in V22 plc.
The company has a 6.82% (2010: 6.82%) holding in Loan Stock and 5.45% (2010: 5.45%) holding
in shares in Dascalu Development SRL a company in which S Dowling holds 5.32% (2010: 5.32%)
in shares.
The company has a 20.2% (2010: 7.33%) holding in the Ordinary Share capital of Equity
Resources plc. S Dowling holds a 1.64% (2010: 2.08%) Ordinary shareholding in Equity
Resources plc.
Bridgewater (IOM) Limited provides administrative services to the company. Administration
charges for these services amounted to £14,101 (2010: £9,712). J Banks and G Hunt are
directors of Bridgewater (IOM) Limited.
15. ULTIMATE CONTROLLING PARTY
Mr Ronald Bruce Rowan currently holds 61.4% of the voting rights in the company and is
regarded by the directors as the controlling party.
16. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
2011 2010
£ £
(Loss)/profit for the financial year (61,604) 24,636
Share issue in the year 174,000 199,300
Adjustment to equity portion of loan (4,000) (8,000)
Net addition to shareholders' funds 108,396 215,936
Opening shareholders' funds 346,532 130,596
Closing shareholders' funds 454,928 346,532
17. NET ASSET VALUE PER SHARE
The group has a net asset value per Ordinary Share of 0.24p (2010, 0.27p).
The net asset value per Ordinary Share increases to 0.34p (2010, 0.41p) if the market value
of the current asset investments is included within the assessment of the net assets. Of
the uplift in market value, none of the amount (2010, 0.10p) is attributable to an unlisted
investment valued by the directors.
The directors of Guild Acquisitions plc accept responsibility for this announcement.
Copies of this interim report are available free of charge by application in writing to the Company Secretary at 26 Victoria Street, Douglas, Isle of Man, IM1 2LE, by email to mail@bridgewaters.co.im or from the PLUS website at www.plusmarketsgroup.com.
CORPORATE ADVISER AND CONTACT DETAILS:
Alexander David Securities Limited is acting as PLUS markets Corporate Adviser
to the Company and can be contacted at:
David Scott
Telephone: +44 (0) 20 7448 9800
45 Moorfields,London, EC2Y 9AE