Notes to the Company Financial Statements
Year end 31 July 2009
1. Accounting Policies
Basis of preparation
The Financial Statements have been prepared under the historical cost convention in accordance with applicable United Kingdom accounting standards and the Companies Act 2006. A summary of the more important Company accounting policies, which have been consistently applied except where noted, is set out below.
Fixed asset investments
Unlisted investments are held at cost less any provision for impairment.
Share based payments
The Company has applied UITF Abstract 44, ‘FRS20 – Group and Treasury Share Transactions’. As the parent company has granted rights over its equity instruments to the employees of Imperial Innovations Limited there is a corresponding increase recognised in the investment in the subsidiary.
Cash at bank and in hand
Cash at bank and in hand and short term deposits includes cash in hand, deposits held with banks, bank overdrafts and other short-term deposits that are repayable on demand. Short term deposits comprise bank deposits that are not repayable on demand.
Cash flow statement
The Company has taken advantage of the exemption in FRS 1 (revised 1996), “Cash Flow Statements”, which provides that where a company is a member of a Group and a consolidated Cash Flow Statement is published, the Company does not have to prepare a Cash Flow Statement.
Deferred tax
Deferred tax arises from timing differences as a result of the different treatment for accounts and taxation purposes of transactions and events recognised in the Financial Statements of the current period and previous periods. It is calculated using the incremental liability method. Deferred tax assets are not recognised in the accounts because of the uncertainty of future taxable profits against which they may be recovered. Deferred tax assets and liabilities are not discounted.
2. Results for the Parent Company
The Directors have taken advantage of the exemption available under Section 408 of the Companies Act 2006 and have not presented a Profit and Loss Account for the Parent Company. The Parent Company’s result for the year was a profit of £1,943,000 (2008: profit £2,143,000).
3. Investments in subsidiary undertakings
| £000 | ||
| At 1 August 2008 | 9,398 | |
| Additions | - | |
| Capital contributions arising from FRS 20 charges | - | |
| At 31 July 2009 | 9,398 |
The Capital contributions arising from FRS 20 charges represents the Company granting rights over its equity instruments to the employees of Imperial Innovations Limited. Application of UITF Abstract 44 results in a corresponding increase in investment in subsidiary. The brought forward balance includes a share based payment investment of £4,895,000.
Details of the Company’s subsidiary undertakings at 31 July 2009 are as follows:
| Name of Subsidiary | Place of Incorporation | Proportion of Ownership Interest % |
| Imperial Innovations Limited | England | 100 |
| Imperial Innovations Investment Management Limited | England | 100 |
| Imperial Innovations Investments Limited | England | 100 |
The principal activity of Imperial Innovations Limited, Imperial Innovations Investment Management Limited and Imperial Innovations Investments Limited is technology transfer, investment and portfolio management.
4. Debtors
| 2009 £000 |
2008 £000 |
|
| Other debtors | 364 | 313 |
| Loans to subsidiary undertakings | 30,266 | 15,606 |
| Total | 30,630 | 15,919 |
Loans to subsidiary undertakings represent investments made on behalf of Imperial Innovations Investments Limited and Imperial Innovations Businesses LLP. No interest has been charged on these loans and there is no fixed repayment term.
5. Creditors – amounts falling due within one year
| 2009 £000 |
2008 £000 |
|
| Amounts owed to Imperial Innovations Limited | 1,213 | 1,213 |
| Amounts owed to Imperial Innovations LLP | 2,530 | 2,530 |
| Total | 3,743 | 3,743 |
No interest has been charged on these loans and there is no fixed repayment term.
6. Issued share capital
| 2009 £000 |
2008 £000 |
|
| Authorised: | ||
| 131,950,500 (2008: 131,950,500) Ordinary Shares of £0.0303 each | 3,999 | 3,999 |
| Allotted, called up and fully paid: | ||
| 57,630,313 (2008: 57,630,313) Ordinary Shares of £0.0303 each | 1,746 | 1,746 |
On 22 November 2007 the Company issued 8,108,108 ordinary shares of 3 1/33 pence each for placing on the Alternative Investment Market of the London Stock Exchange for a cash consideration of £30,000,000 (before issue expenses of £720,000). The placing represented approximately 16.4% of the Company’s then existing share capital and following the issue represents approximately 14.1% of the Company’s enlarged issued share capital.
7. Share-based payments
In accordance with UITF Abstract 44 the parent company has granted rights over its equity instruments to the employees of Imperial Innovations Limited. For detailed share based payment disclosures, see note 7 to the consolidated Financial Statements.
8. Related parties
During the year ended 31 July 2009 the Company made investments on behalf of Imperial Innovations Investments Limited, Imperial Innovations Businesses LLP and Imperial Innovations Limited (see note 4). Imperial Innovations LLP transferred proceeds on the disposal of investments to the Company to enable pooling of cash reserves see (note 5).
9. Reserves
| Share Premium £000 |
Retained Earnings £000 |
Share-based Payments £000 |
Total £000 |
|
| At 1 August 2008 | 51,748 | 3,172 | 8,097 | 63,017 |
| Profit for the year to 31 July 2009 | - | 1,943 | - | 1,943 |
| At 31 July 2009 | 51,748 | 5,115 | 8,097 | 64,960 |
10. Directors’ emoluments and employee information
The remuneration of the Directors is borne by Group subsidiary undertakings. Full details of Directors’ remuneration can be found in the Directors’ Remuneration Report. The Company had no employees during the years ended 31 July 2008 and 31 July 2009.