Annual report and financial statements - NVM Private Equity Ltd.

Directors’ ReportThe directors present their report and the auditedfinancial statements for the year ended30 September 2003.Activities and statusThe principal activity of the company during theyear was the making of long-term equity and loaninvestments, mainly in unlisted companies. Thecompany has been listed on the London StockExchange since November 1995 and has beenapproved as a venture capital trust by the InlandRevenue. The Chairman’s Statement on pages 2 and3 includes a review of developments during the yearand of future prospects.The directors have managed the affairs of thecompany with the intention of maintaining its statusas an approved venture capital trust for the purposesof Section 842AA of the Income and CorporationTaxes Act 1988. The directors consider that thecompany was not at any time up to the date of thisreport a close company within the meaning ofSection 414 of the Act.The company was an investment company asdefined in Section 266 of the Companies Act 1985until 3 November 2000 when investment companystatus was revoked so as to permit the payment of adividend out of capital profits.The directors are required by the Articles ofAssociation to convene an extraordinary generalmeeting immediately after the tenth annual generalmeeting of the company, and, if applicable, inevery fifth year thereafter, to consider and voteon a special resolution that the company be woundup voluntarily.Results and dividendProfit on ordinary activitiesafter taxation £920,000Appropriated as follows:Interim dividend paid - 0.7p per share 281,000Final dividend proposed - 4.3p per share 1,706,000Transferred from reserves (1,067,000)£920,000DirectorsThe directors of the company during the year andtheir interests in the issued ordinary shares of 25p ofthe company were as follows:30 September 1 October2003 2002Sir Frederick Holliday (Chairman) 10,000 10,000E M P Denny 50,000 50,000J R Hustler 50,000 50,000T R Levett 54,000 54,000R S Peters 10,000 —P S Scott 10,000 10,000All of the directors’ share interests shown abovewere held beneficially. There have been no changesin the directors’ share interests between30 September 2003 and the date of this report.Mr E M P Denny and Mr T R Levett may becomeentitled to be granted options to subscribe forshares under the Subscription Rights Agreementreferred to in Note 16 to the financial statements.Brief biographical notes on the directors are givenon page 4. Mr J R Hustler and Mr R S Peters retirefrom the board by rotation in accordance with thearticles of association and offer themselves for reelection.None of the directors has a contract of service withthe company and, except as mentioned below underthe heading “Management”, no contract subsistedduring or at the end of the year in which anydirector was materially interested and which wassignificant in relation to the company’s business.Directors’ and officers’ liability insuranceThe company has, as permitted by Section 310(3) ofthe Companies Act 1985, maintained insurancecover on behalf of the directors and secretaryindemnifying them against certain liabilities whichmay be incurred by them in relation to the company.PAGE 16 Northern Venture Trust PLC Annual Report and Accounts 2003