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44Ambrian Capital plcAnnual Report & Accounts 2009Notes forming part of the Company financial statementsfor the year ended 31 December 20091 Accounting policiesThe parent Company financial statements of Ambrian Capital plc have been prepared in accordance with applicable UK accounting standards(UK GAAP). The Company has taken advantage of the exemption under Section 408 of the Companies Act 2006 not to present its individualprofit and loss account and related notes. The accounting policies that have been used in the preparation of these financial statements aredescribed below.The Company has elected not to adopt the provisions of Financial Reporting Standard 26 “Financial Instruments: Recognition andMeasurement”.1.1 Accounting conventionThe financial statements are prepared under the historical cost convention, as modified by the revaluation of current asset investments.1.2 Prior year adjustmentsThe Company has restated its prior year balance sheet to reflect the share-based payments charge on options granted by the EmployeeBenefit Trust. This charge in relation to 2008 amounted to £1,127,194, which increased the loss for the year by £1,127,194 with a correspondingadjustment to the share-based payment reserve and this has £nil impact on total equity. Further details of the charge are provided in note 21to the consolidated financial statements.The charge for previous years amounted to £592,986 and has been treated as an adjustment between the opening balances on retainedearnings and the share-based payments reserve in 2008.1.3 Foreign currenciesTransactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities inforeign currencies are translated at the rates of exchange ruling at the balance sheet date. All other exchange differences are dealt with throughthe profit and loss account.1.4 TaxationTax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the profit and loss account except to the extent thatit relates to items recognised directly in equity, in which case it is recognised in equity.Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheetdate, and any adjustment to tax payable in respect of previous years.Deferred tax is recognised on all timing differences when the transactions or events that give the Company an obligation to pay more tax in thefuture, or a right to pay less tax in the future, have occurred by the balance sheet date. Deferred tax is measured using rates of tax that havebeen enacted or substantially enacted by the balance sheet date.1.5 PensionsThe Company contributes to the private pension schemes of two directors. The assets of the scheme are held separately from that of theCompany. Contributions are charged in the accounts as incurred.1.6 Share-based paymentsAll share-based payment arrangements granted after 7 November 2002 that had not vested prior to 1 January 2006 are recognised in thefinancial statements.The fair values of employees’ services rewarded using share-based payments are determined indirectly by reference to the fair value of theinstrument granted to the employee. This fair value is appraised at the grant date and excludes the impact of non-market vesting conditions.All equity-settled share-based payments are recognised as an expense in the profit and loss account with a corresponding credit to sharebasedpayment reserves.If vesting periods or other non-market vesting conditions apply, the expense is allocated over the vesting period, based on the best availableestimate of the number of share options expected to vest. Estimates are subsequently revised if there is any indication that the number ofshare options expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is recognised in the current period.No adjustment is made to any expense recognised in prior periods if share options ultimately exercised are different to that estimated on vesting.1.7 Employee Benefit TrustThe assets and liabilities of the Employee Benefit Trust (EBT) have been included in the Company’s accounts. Any assets held by the EBT ceaseto be recognised on the consolidated statement of financial position when the assets vest unconditionally in identified beneficiaries. The costsof purchasing own shares held by the EBT are shown as a deduction against shareholders’ funds. The proceeds from the sale of own sharesheld increase shareholders’ funds. Neither the purchase nor sale of own shares leads to a gain or loss being recognised in the profit andloss account.1.8 Treasury sharesThe costs of purchasing treasury shares are shown as a deduction against shareholders’ funds. The proceeds from the sale of own sharesheld increase shareholders’ funds. Neither the purchase nor sale of own shares leads to a gain or loss being recognised in the profit andloss account.
Ambrian Capital plcAnnual Report & Accounts 2009OverviewBusiness reviewGovernanceFinancial statements 45Shareholder information1 Accounting policies (continued)1.9 InvestmentsInvestments held as fixed assets are stated at cost less provision for any permanent diminution in value.Current asset investments are stated at the lower of cost and net realisable value.1.10 Capital contributionsWhere the Company makes a loan to a subsidiary company on a subordinated basis, this is treated as equity in the subsidiary and as fixed assetinvestment in the Company.2 Company profitThe Company’s profit for the year was £2,199,808 (2008: restated loss of £6,074,021).3 Investments held as fixed assetsShares insubsidiaryUndertakings£Capitalcontributions£CostAt 1 January 27,059,206 – 27,059,206Additions – 2,000,000 2,000,000Disposals (1,133,281) – (1,133,281)At 31 December 25,925,925 2,000,000 27,925,925Net book valueAt 31 December 2009 25,925,925 2,000,000 27,925,925At 31 December 2008 27,059,206 – 27,059,206The capital contributions relate to subordinated amounts due from Ambrian Metals Limited.The disposal in the year comprises:Cost of issued share capital of Nabarro Wells & Co Limited 1,133,281Nabarro Wells & Co. Limited ceased to carry on regulated activities with effect from 31 December 2008. It ceased to be registered as anauthorised person on 20 April 2009. The company was placed into creditors’ voluntary liquidation on 1 July 2009.Details of the investments in subsidiary undertakings held by the Company in 2008 and 2009 are as follows:Name ofCompanyCountry ofoperationCountry ofincorporationHoldingProportionof shares andvoting rights heldTotal££Nature of businessAmbrian AssetManagement Limited UK UK Ordinary shares 100% Investment managementAmbrian Commodities Limited UK UK Ordinary shares 100% Commodities futuresand options brokerAmbrian Metals Limited UK Switzerland Ordinary shares 100% Physical metals merchantingAmbrian Nominees Limited UK UK Ordinary shares 100% NomineeAmbrian Partners Limited UK UK Ordinary shares 100% Corporate finance and equitiesFar East Resources Limited UK UK Ordinary shares 100% DormantGolden Prospect Limited UK UK Ordinary Shares 100% DormantNabarro Wells & Co Ltd UK UK Ordinary Shares 100% Corporate financeNabarro Wells & Co ceased to trade on 31 December 2008 and was placed into creditors’ voluntary liquidation on 1 July 2009.All the other holdings have been held throughout the year and the proportion of shares and voting rights held is unchanged.4 Investments held as current assetsListed 2,359,949 1,220,316Unlisted 161,917 280,6562,521,866 1,500,972The market value of the listed investments, which are listed on the London, Australian, U.S and Canadian Stock Exchanges, was £2,367,987 at31 December 2009 (2008: £1,220,316).2009£2008£
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Page 45: Company balance sheetat 31 December
Page 51 and 52: Shareholder informationRegistered O

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