Annual Financial Report

LONDON--(BUSINESS WIRE)--

New Century AIM VCT plc	29^th February 2012
Report and Accounts for the year to 29^th February 2012

Financial Summary	1
Investment Objective	1
Chairman's Statement	2
Details of Directors	3
Management and Administration	4
Directors	5
Investment Manager’s Review	6
Investment Portfolio	7
Top Ten Investments	11
Directors' Report	12
Directors’ Remuneration Report	15
Corporate Governance	17
Independent Auditors' Report	20
Income Statement	22
Balance Sheet	23
Cash Flow Statement	24
Notes to the Financial Statements	25
Shareholder Information	34
Notice of Annual General Meeting	35

Financial Summary

	Year ended 29 February 2012	Year ended 28 February 2011
Revenue return per share (pence) for the year	0.40	0.19
Total return per share (pence) for the year	-2.27	0.36
Proposed dividends per share (pence)	0.40	0.18
Net asset value per share (pence)	57.53	60.53
Cumulative value of shareholder investment (net asset value plus cumulative dividends per share) (pence)	62.55	65.37
Shareholders’ funds (£’000)	6,164	6,316

Investment Objective

New Century AIM VCT PLC is a Venture Capital Trust (“VCT”) established under the legislation introduced in the Finance Act 1995. The company’s principal objectives as set out in the prospectus are to achieve long term capital growth through investment in a diversified portfolio of Qualifying Companies primarily quoted on AIM.

Chairman's Statement

In the year to 29th February, 2012, the net asset value of your fund declined by 4.3% to 62.55p per share, which although disappointing, was better than the 11.2% decline in the FTSE AIM Index over the same period.

Qualifying investments, at 78.34% of the overall fund by cost, are still well in excess of the 70% requirement under VCT legislation.

We are aware that many of the shareholders would welcome higher dividends and with this in mind, we have been endeavouring to increase the income of the fund, particularly from the non qualifying investments where we have been increasing exposure to higher yielding, larger market capitalisation stocks. I am pleased to say that this has resulted in the fund’s revenue increasing from £71,000 to £94,000. As a result, the revenue returns per ordinary share have recovered from 0.19p per share to 0.4p per share. This has also enabled us to propose a dividend of 0.4p per share against 0.18p per share in the previous year. We propose to pay this dividend to shareholders on the register as at 17th August, 2012 with an ex dividend date of 15th August, 2012 and payment date of 14th September, 2012.

With a view to enabling the company to carry out buybacks, which will make it easier to sell shares of the VCT, we are proposing to go to Court to reorganise the share capital.

We remain in uncertain times, with constant worries over many of the economies of many of the Euro zone countries. We are therefore taking a cautious stance towards investment, by building up a more widespread portfolio of smaller holdings and by giving a greater prominence to more established, profitable companies.

I would like to thank the investment managers for their work in outperforming the AIM Index over the past year, and to my co directors, who have continued to work for the company without payment.

Annual General Meeting

The AGM will be held at 11.30am on 30th August, 2012 at 17-21 New Century Road, Laindon, Essex, SS15 6AG. I look forward to welcoming those shareholders who are able to attend.

Geoffrey Charles Gamble

Chairman

26 June 2012

Details of Directors

Michael Barnard (Aged 61)

Michael has been employed in stockbroking since 1971. In 1974 he became a Member of the Stock Exchange. During his career his duties have spanned investment advising, investment research, dealing and company management. In 1988 he started his own stockbroking company, M D Barnard. Based in Laindon, Essex, it has offices in London, Wells, Exeter and Colchester. Since 1995, he has been either managing or advising unit trust, private client and pension company portfolios with a total value of approximately £115 million.

Geoffrey Gamble (Aged 52)

Geoffrey started his career with National Westminster Bank plc. He joined Publishing Holdings plc in 1984 and became a director in 1986. He took part in an MBO in 1988, backed by Schroder Ventures (now Permira) to form Charterhouse Communications Group Ltd and was instrumental in the satisfactory venture capital exit from that company and its flotation on AIM in 1996. He became managing director of Charterhouse Communications plc in 1999.

Peter William Riley (Aged 66)

Peter qualified as a solicitor in 1969 and in that year became partner of Mitchells, Solicitors. In 1977, he became a partner in his present solicitor practice, Daybells, where he specialises in property law with an emphasis on large commercial properties.

Ian Cameron-Mowat (Aged 61)

Ian has a BSC 1st degree in electronics and was involved in the early development of computers at Burroughs Machines. He is currently a consultant radiologist to the NHS Trust.

Management and Administration

Registered Office & Registered Number	4^th Floor, 150-152 Fenchurch Street London EC3M 6BB   5352611
Company Secretary	Graham Urquhart 4^th Floor, 150-152 Fenchurch Street London EC3M 6BB
Registrar	Neville Registrars Limited Neville House 18 Laurel Lane Halesowen West Midlands B63 3DA
Solicitors	Dundas & Wilson 5th Floor, Northwest Wing Bush House Aldwych London WC2B 4EZ
Investment Manager and Broker	M D Barnard & Company Limited 17-21 New Century Road Laindon, Essex SS15 6AG
Auditor & VCT Status Adviser	UHY Hacker Young LLP Quadrant House 4 Thomas More Square London E1W 1YW
Bankers	Bank of Scotland New Uberior House 11 Earl Grey Street Edinburgh EH3 9BN

Directors

Geoffrey Gamble (Chairman)
Michael David Barnard
Peter William Riley
Ian Cameron-Mowat

All directors are non-executive.

Audit Committee:

Geoffrey Gamble (Chairman)
Peter William Riley
Ian Cameron-Mowat

Investment Manager’s Review

During the year, your fund realised net profits of over £71,000 on disposal of investments, despite taking losses on some of the investments where the prospects had diminished. We benefited from the takeover of Educational Developments and A H Medical and also realised some of our profits on Cupid and Alliance Pharmaceutical.

Sadly, Western and Oriental, Sports Media and Environ all went into receivership or administration which accounted for losses of just over £176,000 during the year. On a positive front, the shares of Lombard Risk Management and Cupid both more than doubled in value while those of Belgravium and Bango rose by more than 60% and HML and Advanced Computer by more than 40%.

Overall, including realised net profits and unrealised net losses, the fund decreased in value by just over £238,000.

Since the February year end, the AIM market has continued to drift, having fallen by 18.3%. Relative to this, your fund has outperformed, with a decline in net asset value of 11.1% to 55.6p per share.

Michael Barnard

26 June, 2012

Investment Portfolio

Security	Cost	Valuation	%	%
	£	29/02/2012 - £	Cost	Valuation
Qualifying Investments	9,612,331	4,198,029	78.34	67.82
Non-qualifying Investments	2,543,293	1,876,652	20.73	30.32
	12,155,625	6,074,682	99.06	98.14
Uninvested funds	114,958	114,958	0.94	1.86
	12,270,583	6,189,640	100.00	100.00
Qualifying Investments
AIM quoted
Tristel plc	245,871	226,764	2.00	3.66
PHSC plc	182,910	52,500	1.49	0.85
DCD Media plc	522,600	44,000	4.26	0.71
Legion Group plc	175,874	-	1.43	0.00
K3 Business Technology Group	140,197	237,150	1.14	3.83
Belgravium Technologies	281,400	150,000	2.29	2.42
ILX Group	753,750	175,000	6.14	2.83
Lighthouse Group plc	203,513	86,250	1.66	1.39
AT Communications Group	422,100	-	3.44	0.00
Invocas Group plc	100,400	8,100	0.82	0.13
Jelf Group plc	157,132	104,725	1.28	1.69
Relax Group	135,675	-	1.11	0.00
Brulines (Hldgs) plc	40,175	28,600	0.33	0.46
HML Holdings plc	351,549	173,600	2.86	2.80
Sinclair Pharma	211,050	173,299	1.72	2.80
Western & Oriental plc	502,500	-	4.10	0.00
EBTM plc	640,888	-	5.22	0.00
Sport Media Group	125,625	-	1.02	0.00
Environ Group plc	704,900	-	5.74	0.00
Kurawood plc	150,750	-	1.23	0.00
Boomerang Plus plc	238,185	78,000	1.94	1.26
Fishworks plc	180,900	-	1.47	0.00
Optare plc	50,753	538	0.41	0.01
Advanced Computer Software	341,700	1,010,000	2.78	16.32
Cyan Holdings plc	211,041	139,326	1.72	2.25
Marechale Capital plc	202,005	30,000	1.65	0.48
Lombard Risk Mgt	24,120	63,000	0.20	1.02
Savile Group	126,254	22,500	1.03	0.36
Winkworth plc	72,360	74,700	0.59	1.21
Green Compliance plc	100,627	40,250	0.82	0.65
Bango plc	43,215	171,000	0.35	2.76
Cupid plc	155,272	556,200	1.27	8.99
Managed Support Group	70,350	6,500	0.57	0.11
Eco City Vehicles	76,683	28,110	0.62	0.45
Corac Group plc	109,278	86,980	0.89	1.41
Brady plc	41,805	57810	0.34	0.93
Angel Biotech	133,384	96,471	1.09	1.56
In-Deed Online	133,812	120,460	1.09	1.95
Music Festivals plc	68,089	54,196	0.55	0.88
	8,428,692	4,096,029	68.69	66.18
Plus Markets quoted
CKS Group plc	526,369	-	4.29	0.00
Air Touring	201,000	-	1.64	0.00
General Medical Clinics plc	205,020	102,000	1.67	1.65
	932,389	102,000	7.60	1.65
Unlisted Investments
Air Touring Group plc	251,250	-	2.05	0.00
	251,250	-	2.05	0.00
Total qualifying investments	9,612,331	4,198,029	78.34	67.82

Security	Cost	Valuation	%	%
	£	29/02/2012 - £	Cost	Valuation
Non-qualifying Investments
AIM quoted
Arbuthnot Banking Group	45,207	40,375	0.37	0.65
Commodity Growth plc	150,750	37,500	1.23	0.61
DCD Media plc	40,200	2,750	0.33	0.04
Impact Holdings (UK) plc	26,160	2,250	0.21	0.04
STM Group plc	54,738	22,230	0.45	0.36
NetDimensions Ltd	31,155	12,250	0.25	0.20
Ashley House plc	116,975	12,000	0.95	0.19
Sanderson Group	92,521	92,500	0.75	1.49
Eco City Vehicles	62,116	21,000	0.51	0.34
Pactolus Hungarian Prop.	49,749	19,500	0.41	0.32
Burford Capital	25,250	34,125	0.21	0.55
Rotala plc	70,008	77,462	0.57	1.25
Motivcom	25,470	30,030	0.21	0.49
First Derivatives plc	19,797	33,250	0.16	0.54
Tristel plc	60	36	0.00	0.00
K3 Business Technology	131	153	0.00	0.00
Bango plc	291	342	0.00	0.00
Interior Services	9,393	6,000	0.08	0.10
China Food Co plc	46,220	36,225	0.38	0.59
Hansard Global plc	24,727	22,200	0.20	0.36
2Ergo Group	37,879	27,302	0.31	0.44
Bezant Resources plc	15,078	8,475	0.12	0.14
Merchant House	45,228	31,050	0.37	0.50
Geong International	9,802	4,438	0.08	0.07
Spectra Systems	24,886	19,728	0.20	0.32
Networkers International	25,014	27,300	0.20	0.44
Microsaic Systems	31,516	39,600	0.26	0.64
Merchant House	18,095	13,650	0.15	0.22
Inspired Energy	80,403	100,000	0.66	1.62
Renew Holdings	20,764	22,500	0.17	0.36
Numis Corp	7,881	9750	0.06	0.16
Randall & Quilter	29,395	30,600	0.24	0.49
Hightex	21,676	28,275	0.18	0.46
Nature Group	26,636	27,500	0.22	0.44
Stadium Group	18,760	21,000	0.15	0.34
Top Level Domain	29,525	31,155	0.24	0.50
Probability plc	14,952	14,600	0.12	0.24
Quindell Portfolio	40,706	39,000	0.33	0.63
	1,389,114	998,101	11.32	16.13

Security	Cost	Valuation	%	%
	£	29/02/2012 - £	Cost	Valuation
Premier Farnell	44,542	43,500	0.36	0.7
Diploma plc	35,927	79,400	0.29	1.28
4Imprint Group	30,806	47,600	0.25	0.77
Tesco plc	25,625	20,540	0.21	0.33
British American Tobacco	44,189	63,540	0.36	1.03
Astrazeneca	61,213	56,150	0.5	0.91
G4S plc	19,464	21,690	0.16	0.35
Greggs plc	30,775	32,820	0.25	0.53
Aviva plc	22,268	18,415	0.18	0.3
Chemring Group	39,379	26280	0.32	0.42
Cineworld	32,799	31,200	0.27	0.5
HSBC	21,955	19,435	0.18	0.31
KCOM Group	25,983	24,325	0.21	0.39
Tullett Prebon	18,010	32,070	0.15	0.52
TT Electronics	24,596	27,375	0.2	0.44
William Hill	24,677	22,450	0.2	0.36
Vodafone	17,174	17,000	0.14	0.27
BP	22,426	24,600	0.18	0.4
Sportingbet	15,904	19,000	0.13	0.31
Imperial Tobacco	23,763	24,910	0.19	0.4
	1,058,702	822,301	8.63	13.29
Unlisted Investments
Environ plc	50,250	-	0.41	0
Merchant House	45,228	56,250	0.37	0.91
	95,478	56,250	0.78	0.91
Total non-qualifying investments	2,543,293	1,876,652	20.73	30.32

Top Ten Investments

Security	Cost	Valuation	%	%
	£	29/02/2012 - £	Cost	Valuation
Advanced Computer Software	341,700	1,010,000	2.78	16.32
Cupid plc	155,273	556,200	1.27	8.99
K3 Business Technology Group	140,198	237,150	1.14	3.83
Tristel plc	245,872	226,764	2.00	3.66
ILX Group	753,750	175,000	6.14	2.83
HML Holdings	351,549	173,600	2.86	2.80
Sinclair Pharma	211,050	173,299	1.72	2.80
Belgravium Technologies	281,400	150,000	2.29	2.42
Bango plc	43,215	171,000	0.35	2.76
Investec	477,227	170,000	3.89	2.75

The investments tabulated above are expressed as a percentage of the company’s investment portfolio including uninvested cash.

Director's Report

The directors present their report and the audited financial statements for the year to 29 February 2012.

Activities and status

The principal activity of the company during the period was the making of long-term equity and loan investments in unquoted and AIM traded companies in the United Kingdom. The company has been listed on the London Stock Exchange since 25 March 2005. The Chairman’s Statement on page 2 and the Investment Manager’s Review on page 6 give a review of developments during the year and of future prospects.

The directors consider that the company was not at any time up to the date of this report a close company within the meaning of Section 414 of the Act.

Principal risks and uncertainties

The company invests its funds primarily in unlisted companies and companies traded on AIM, which entail a higher degree of risk than investments in large listed companies. The main risk, therefore, arising from the company’s activities is market price risk, representing the uncertain realisable values of the company’s investments. Please refer to note 19 to these accounts which gives a detailed review of the company’s risk management.

Results and dividend

	Year to 29 February 2012		Year to 28 February 2011
	Revenue	Capital	Revenue	Capital
	£’000	£’000	£’000	£’000
Return on ordinary activities after taxation	43	(287)	20	17
Appropriated as follows:
Interim dividend paid
Revenue – nil p	-	-	-	-
Capital – nil p	-	-	-	-
Final dividend paid in respect of prior period
Revenue – 0.18p (0.55p) per share	(19)	-	(58)	-
Capital – nil p per share	-	-	-	-
Transfers to reserves	24	(287)	(38)	17

The directors propose a final dividend of 0.4p per share for the year ended 29 February 2012 to be paid on 14 September 2012 to shareholders on the register at 17 August 2012.

Director's Report

Directors

The directors of the company who served throughout the year and their interests in the issued ordinary shares of 10p of the company are as follows:

	Year ended 29 February 2012	Year ended 28 February 2011
Michael David Barnard Geoffrey Gamble   Peter William Riley Ian Cameron-Mowat	2,746,963 33,000   43,000 111,549	2,746,963 115,000   43,000 87,123

All of the directors’ share interests shown above are held beneficially.

Brief biographical notes on the directors are given on page 3. The director, retiring in accordance with the Company’s Articles of Association, is Mr Gamble, who being eligible will offer himself for re-election at the forthcoming annual general meeting. The directors believe his experience in small companies is a great benefit to the Board and recommend his re-election.

None of the directors has a contract of service with the company and, except as mentioned below under the heading “Management”, there were no contracts that subsisted during the year in which a director was materially interested and which was significant in relation to the company’s business.

Management

M D Barnard & Co. Limited has acted as investment manager to the company since inception. The principal terms of the Investment Management Agreement are set out in Note 3 to the Financial Statements.

VCT status monitoring

The company has engaged UHY Hacker Young LLP to advise it on compliance with the VCT legislation. UHY Hacker Young LLP reviews the company’s investment portfolio to monitor ongoing VCT compliance. UHY Hacker Young LLP works closely with the investment manager, but reports directly to the Board of the company.

Director's Report

Substantial shareholdings

As at 26 June 2012 the company had been notified of the following shareholdings representing 3 per cent or more of the company’s issued share capital during the year under review or at the date of this report:

	Number	Percentage of share capital
Michael Barnard John Brice Peter Steyne David Trotman Nigel Shanks	2,746,963 400,000 400,000 400,000 394,553	25.6% 3.7% 3.7% 3.7% 3.7%

Creditor payment policy

The company’s payment policy is to agree terms of payment before business is transacted and to settle accounts in accordance with those terms. The company’s principal expenses such as investment management fees and administration fees are paid quarterly in arrears in accordance with the respective agreements. Accordingly the company had no material trade creditors at the year end.

Annual general meeting

Notice of the annual general meeting is set out on pages 35 and 36.

Auditors

In accordance with Section 485 of the Companies Act 2006, a resolution proposing that UHY Hacker Young LLP be reappointed as auditors of the Company and that the Directors be authorised to determine their remuneration will be put to the next Annual General Meeting.

By Order of the Board

Michael Barnard

26 June 2012

Directors’ remuneration Report

The Board has prepared this report in accordance with the requirements of the Companies Act 2006. A resolution to approve this report will be put to the members at the Annual General Meeting to be held on 30 Augist 2012.

Directors’ remuneration policy

The company does not have any executive directors and, as permitted under the Listing Rules, has not, therefore, established a remuneration committee. Directors do not receive any remuneration or fees.

The directors shall be paid by the company all travel, hotel and other expenses they may incur in attending meetings of the directors or general meetings or otherwise in connection with the discharge of their duties. Any director who, by request of the directors, performs special services may be paid such extra remuneration as the directors may determine.

Directors’ remuneration (audited)

None of the Directors received any remuneration from the company during the year under review.

No other emoluments or pension contributions were paid by the company to, or on behalf of, any director. None of the directors has a service contract with the company. It is expected that the directors will continue not to receive any remuneration for their services in the forthcoming years.

Performance

The directors consider that the most appropriate measure of the company’s performance is its Cumulative Value of Shareholder Investment (net asset value plus cumulative dividends). The company’s Cumulative Value of Shareholder Investment at 29 February 2012 and 28 February 2011 are set out in the Financial Summary on page 1.

Total shareholder return

[graphic omitted ]

By Order of the Board

Michael Barnard

Corporate Governance

The directors support the relevant principles of the UK Corporate Governance Code issued in June 2010 by the Financial Reporting Council, being the principles of good governance and the code of best practice as set out in the Main Principles of the Code annexed to the Listing Rules of the Financial Services Authority.

Bearing in mind that the assets of the company consist mainly of marketable securities, the directors are of the opinion that at the time of approving the financial statements, the company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements.

The Board

The company is led and controlled by a Board of directors who are all non-executives. The Chairman is Geoffrey Gamble. Biographical details of all Board members are shown on page 3.

One third of the Directors are subject to re-election at each AGM by rotation.

During the year the following were held:

5 full board meetings	2 Audit Committee meetings
All directors attended all meetings with the exception of Mr Cameron-Mowat on four occasions and Mr Riley on three occasions.	All members attended with the exception of Mr Cameron-Mowat on one occasion.

Whilst only Mr Gamble had been a director of a quoted company, all directors had relevant experience with quoted companies prior to their appointment and it was therefore not thought necessary to provide further training in respect of their obligations and duties.

The Board has also established procedures whereby directors wishing to do so in the furtherance of their duties may take independent professional advice at the company’s expense.

All directors have access to the advice and services of the Company Secretary. The Company Secretary provides the Board with full information on the company’s assets and liabilities and other relevant information requested by the Chairman, in advance of each Board meeting.

The Board believes that it presents a balanced and understandable assessment of the company’s position and prospects. The Audit Committee meets at least once a year. Under the chairmanship of a non-executive director, its membership comprises all the non-executive directors with the exception of the representative of the investment manager. During the year the Audit Committee was chaired by Mr Gamble. The Audit Committee reviews the financial statements and is reported to by the external auditors. Further, the Audit Committee keeps under review the cost effectiveness, independence and objectivity of the auditors. A formal statement of independence is received from the external auditors each year. The terms of reference of the audit committee are available for inspection at the company’s registered office.

During the year Messrs UHY Hacker Young LLP continued to act as auditors, and as part of their audit process reviewed the internal financial controls including those of the investment manager necessary for the expression of their audit opinion.

The investment manager is authorised and regulated by the Financial Services Authority and the directors have an opportunity to review their own auditors’ review of their financial controls.

Relations with shareholders

The Chairman is the company’s principal spokesman with investors, fund managers, the press and other interested parties.

Shareholders will have the opportunity to meet the Board at the AGM. The Board is also happy to respond to any written queries made by shareholders during the course of the year, or to meet with major shareholders if so requested.

In addition to the formal business of the AGM, representatives of the management team and the Board are available to answer any shareholder queries.

Separate resolutions are proposed at the AGM on each substantially separate issue. The Registrars collate proxy votes and the results (together with the proxy forms) are forwarded to the Company Secretary immediately prior to the AGM. In order to comply with the Governance Code, proxy votes will be announced at the AGM, following each vote on a show of hands, except in the event of a poll being called. The notice of the next AGM and proxy form can be found at the end of these financial statements.

Financial Reporting

The directors’ statement of responsibilities for preparing the accounts is set out on page 19, and a statement by the auditors about their reporting responsibilities is set out in the Auditors’ Report on page 20.

Internal control

The directors are responsible for the company’s system of internal control. Although no system of internal control can provide absolute assurance against material misstatement or loss, the company’s systems are designed to provide the directors with reasonable assurance that problems are identified on a timely basis and dealt with appropriately.

The directors have conducted a review of the effectiveness of the system of internal control for the year covered by the financial statements. This accords with the Turnbull guidance.

Although the Board is ultimately responsible for safeguarding the assets of the company, the Board has delegated, through written agreements, the day-to-day operation of the company to M D Barnard & Co. Limited.

Corporate Governance

Compliance statement

The Listing Rules require the Board to report on compliance with the fifty-two Governance Code provisions throughout the accounting year. The Comply or Explain Section of the Governance Code does however acknowledge that some provisions may have less relevance for investment companies. With the exception of the limited items outlined below, the Company has complied throughout the accounting year to 29 February 2012 with the provisions set out in Sections A to E of the Governance Code.

1. The Board has not appointed a nominations committee as they consider the Board to be small and it comprises wholly non-executive directors. Appointments of new directors are dealt with by the full Board.

2. New directors do not receive a full, formal and tailored induction on joining the Board. Such matters are addressed on an individual basis as they arise.

3. Due to the size of the Board and the nature of the company’s business, a formal performance evaluation of the Board, its committees, the individual directors and the Chairman has not been undertaken. Specific performance issues are dealt with as they arise.

4. The company has three independent directors, as defined by the Governance Code issued in June 2010. The board consider that Messrs. Gamble, Riley and Cameron-Mowat are independent in character and judgement and there are no relationships or circumstances which are likely to affect, or could appear to affect the directors’ judgement. The Board considers that all directors have sufficient experience to be able to exercise proper judgement within the meaning of the Governance Code.

5. The company does not have a chief executive officer or senior independent director. The Board does not consider this to be necessary for the size of the company.

6. The company does not conduct a formal review as to whether there is a need for an internal audit function. The directors do not consider that an internal audit would be an appropriate control for a venture capital trust.

7. The Audit Committee is chaired by John Geoffrey Gamble, Chairman of the Board of directors, whom the board regard as independent despite recommendations to the contrary in the Governance Code due to his being Chairman of the Board of directors.

8. The non-executive directors do not have service contracts, whereas the recommendation is for fixed term renewable contracts.

9. The company has no major shareholders so shareholders are not given the opportunity to meet any new non-executive directors at a specific meeting other than the annual general meeting.

Statement of directors’ responsibilities

United Kingdom company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company as at the end of the financial year and of the revenue of the company for that year. In preparing those financial statements, the directors are required to:

• select suitable accounting policies and apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether applicable accounting standards have been followed; and
• 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 ensuring that proper accounting records are kept, which disclose with reasonable accuracy at any time the financial position of the company, enabling them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for the company’s system of internal control, for safeguarding the assets of the company and for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditors

So far as the directors are aware:

1. there is no relevant audit information of which the Company’s auditors are unaware; and

2. the directors have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information.

Independent Auditors’ Report to the members of New Century AIM VCT plc

We have audited the financial statements of New Century AIM VCT plc for the year ended 29 February 2012 which comprise the Income Statement, the Balance Sheet, the Cash Flow Statement and the related notes. 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 auditors’ 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 19, 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 the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with Auditing Practices Board’s (APB’s) Ethical Standards for Auditors.

Scope of the audit of the financial statements

A description of the scope of an audit of financial statements is provided on the APB's web-site at www.frc.org.uk/apb/scope/private.cfm.

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 29 February 2012 and of the company's 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 matters prescribed by the Companies Act 2006

In our opinion:

• the part of the Directors' Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006; and
• the information given in the Directors' Report 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:

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited by us; or
• the company financial statements and the part of the Directors' Remuneration Report to be audited 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.

Under the Listing Rules we are required to review:

• the directors' statement, set out on page 17, in relation to going concern; and
• the part of the Corporate Governance Statement relating to the company's compliance with the nine provisions of the UK Corporate Governance Code specified for our review; and
• certain elements of the report to the shareholders by the Board on directors' remuneration.

Guy Swarbreck (Senior statutory auditor)

for and on behalf of UHY Hacker Young

Chartered Accountants

Statutory Auditors
UHY Hacker Young

June 2012

Quadrant House
4 Thomas More Square
London, E1W 1YW

Income Statement (incorporating the revenue account) for the year to 29 February 2012

		Year ended 29 February 2012			Year ended 28 February 2011
	Notes	Revenue £’000	Capital £’000	Total £’000	Revenue £’000	Capital £’000	Total £’000
Gains/(losses) on investments
- realised		-	71	71	-	146	146
- unrealised		-	(310)	(310)	-	(82)	(82)
Income	2	94	-	94	71	-	71
Investment management fee	3	(15)	(48)	(63)	(15)	(47)	(62)
Other expenses	4	(36)	-	(36)	(36)	-	(36)
		________	________	________	________	________	________
Return on ordinary activities before taxation		43	(287)	(244)	20	17	37
Tax (charge)/credit on ordinary activities	6	-	-	-	-	-	-
		________	________	________	________	________	________
Return on ordinary activities after taxation		43	(287)	(244)	20	17	37
		=======	=======	=======	=======	=======	=======
Return per ordinary share (pence)	8	0.40	(2.67)	(2.27)	0.19	0.16	0.35
		=======	=======	=======	=======	=======	=======

Income Statement (incorporating the revenue account)

for the year to 29 February 2012

The notes on pages 25 to 33 form an integral part of these financial statements.

All revenue and capital items in the above statement are from continuing operations in the current year. No operations were acquired or discontinued in the current year. Other than as shown above, the company had no recognised gains or losses. Accordingly no statement of total recognised gains and losses has been prepared.

Balance Sheet

at 29 February 2012

	Note	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Fixed assets
Investments	9		6,074		6,009
Current assets
Debtors	12		115		332
Current liabilities
Creditors: amounts falling due within one year	13		(25)		(25)
			6,164		6,316
Capital and reserves
Called up share capital	14		1,073		1,053
Share premium	15		9,003		8,912
Capital reserve – realised	15		2,144		2,241
Capital reserve – unrealised	15		(6,100)		(5,910)
Revenue reserve	15		44		20
Total equity shareholders’ funds	16		6,164		6,316
Net asset value per ordinary share	17		57p		60p

The financial statements on pages 22 to 33 were approved by the Board of directors on 26 June 2012 and were signed on its behalf by:

Balance Sheet

at 29 February 2012

Michael Barnard

Director

The notes on pages 25 to 33 form an integral part of these financial statements.

Cash Flow Statement
for the year to 29 February 2012

	Note	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Net cash outflow from operating activities	18		(99)		(96)
Returns on investments
Interest received		5		4
Investment income		89		67
			94		71
UK Corporation Tax paid			-			-
Dividend paid			(19)			(58)
Capital expenditure & financial investment
Sale of investments		1,033		1,009
Purchase of investments		(1,337)		(1,412)
Net cash outflow for capital expenditure			(304)			(403)
& financial investment
Net cash outflow			(328)			(486)
Share issue
Ordinary shares			111			484
Decrease in uninvested funds with broker			(217)			(2)

The notes on pages 25 to 33 form an integral part of these financial statements.

Notes to the Financial Statements for the year to 29 February 2012

1. Accounting policies

General

The financial statements have been prepared in accordance with applicable United Kingdom law and United Kingdom Accounting Standards (UK Generally Accepted Accounting Practice) and the Statement of Recommended Practice “Financial Statements of Investment Trust Companies”. The accounts have been prepared under the historical cost convention, as modified to include the revaluation of fixed asset investments.

Investments

Listed, AIM or PLUS traded investments are stated at market value, which is based upon market bid prices at the balance sheet date. In the event that the shares held by the company are subject to certain restrictions, or the holding is significant in relation to the traded issued share capital of the investee company then the directors may apply a discount to the relevant market price.

Investments in unquoted companies are valued by the directors in accordance with British Venture Capital Association (“BVCA”) guidelines.

Realised surpluses or deficits on the disposal of investments and permanent impairments in the value of investments are taken to realised capital reserves. Unrealised surpluses and deficits on the revaluation of investments are taken to unrealised capital reserves. Costs incurred relating to acquisitions and disposals are charged to capital reserves as a deduction from proceeds or an addition to costs.

It is not the company’s policy to exercise controlling or significant influence over investee companies, although it may hold a significant interest in some companies. Accordingly, the results of these companies are not incorporated into the revenue account except to the extent of any income earned or received.

Income

Dividend income receivable from quoted securities is recognised on the ex-dividend date. Income from unquoted equity and non-equity securities is recognised on an accruals basis except that a full provision is made until the receipt of the income is certain.

Interest from cash and deposits and fixed returns on debt securities are recognised on an accruals basis.

Expenses

All expenses are accounted for on an accruals basis. One quarter of the investment management fee is charged to the revenue account and the remaining three quarters is charged to capital reserves, net of corporation tax relief, and inclusive of any irrecoverable value added tax. The allocation of the management fee reflects the directors’ estimate of the source of the long-term returns in the portfolio from revenue and capital.

Taxation

Deferred taxation is provided in full on timing differences that result in an obligation at the balance sheet date to pay more tax, or a right to pay less tax, at a future date, at rates expected to apply when they crystallise based on current tax rates and law. Timing differences arise from the inclusion of items of income and expenditure in taxation computations in periods different from those in which they are included in the financial statements. Deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered. Deferred tax assets and liabilities are not discounted

2. Income

	Year ended		Year ended
	29 February		28 February
	2012		2011
	£’000		£’000
Interest receivable
- listed fixed interest securities		4		3
- bank deposits and liquid funds		1		1
		5		4
Dividends receivable		89		67
Investment income		94		71

3. Investment management fees

	Year ended 29 February 2012		Year ended 28 February 2011
	Revenue £’000	Capital £’000	Revenue £’000	Capital £’000
Investment management fees	15	48	15	47

MD Barnard & Company Limited (“MDB”) provides investment management services to the company in respect of the company’s portfolio of venture capital investments under an investment management agreement dated 10 March 2005. Michael Barnard who is a non-executive director of the company is managing director and proprietor of MDB.

Under the terms of the investment management agreement, MDB is entitled to a fee (exclusive of VAT) equal to 1% per annum of the net assets of the company. The fee is calculated quarterly in arrears based on the net assets at 28 February, 31 May, 31 August and 30 November. No performance fee is payable.

The investment management agreement is for a minimum period of three years from 24 March 2005 terminable by either party at any time thereafter by one year’s prior written notice.

4. Other expenses

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Auditors’ remuneration
- for audit services		9		9
- for tax services		5		6
		14		15

5. Directors’ remuneration

No remuneration has been paid or is payable for year to 29 February 2012, this is also true for the prior year.

6. Tax charge/(credit) on ordinary activities

	Year ended 29 February 2012		Year ended 28 February 2011
	Revenue £’000	Capital £’000	Revenue £’000	Capital £’000
United Kingdom tax based on the taxable (loss)/ profit for the year	-	-	-	-
Factors affecting tax charge for the year
Return on ordinary activities before taxation	43	(287)	20	17
Tax on above at the small company rate of 20% (2011: 21%)	9	(57)	4	3
UK dividends not subject to corporation tax	(18)	-	(14)	-
Capital loss on investment	-	32	-	(61)
Non allowable expenses	-	-	-	-
Unutilised losses	9	25	10	58
Prior year adjustments	-	-	-	-
Current tax charge/(credit) for the year	-	-	-	-

At the balance sheet date, the company has unused tax losses available for offset against suitable future gains. A deferred tax asset of £175,000 (2011: £140,000) has not been recognised in respect of such losses due to the unpredictability of suitable future gains.

7. Dividends

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Interim dividend paid		-		-
Final dividend paid in respect of previous year		19		58
		19		58

The directors propose a final dividend of 0.4p per share for the year ended 29 February 2012 to be paid on 14 September 2012 to shareholders on the register at 17 August 2012.

8. Return per ordinary share

The revenue return, per ordinary share, is based on the net revenue on ordinary activities after taxation of £43,222 (2011: £20,053) and on 10,715,949 (2011: 10,434,260) ordinary shares, being the weighted average number of ordinary shares in issue during the year.

The capital return per ordinary share is based on a net realised and unrealised capital loss of £286,150 (2011: profit £17,083) and on 10,715,949 (2011: 10,434,260) ordinary shares, being the weighted average number of ordinary shares in issue during the year.

9. Fixed asset investments

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
UK Listed		822		521
AIM		5,094		5,182
PLUS Markets		102		174
Unlisted		56		132
		6,074		6,009

Movements in investments, including realised and unrealised gains and losses, during the year are summarised as follows:

		Year ended 28 February 2011
	Unlisted	UK listed	AIM	Plus Mkts	Total
	£'000	£'000	£'000	£'000	£'000
Valuation at 1 March 2010	368	241	4,676	257	5,542
Purchases at cost	-	198	1,214	-	1,412
Sales proceeds	(8)	-	(1,001)	-	(1,009)
Realised gains/(losses)	8	-	138	-	146
Unrealised gains/(losses)	(236)	83	154	(83)	(82)
Valuation at 28 February 2011	132	522	5,181	174	6,009
Cost at 1 March 2010	402	599	9,384	950	11,335
Purchases	-	198	1,214	-	1,412
Sales proceeds	(8)	-	(1,001)	-	(1,009)
Realised gains/(losses)	8		155	-	163
Cost at 28 February 2011	402	797	9,752	950	11,901

		Year ended 29 February 2012
	Unlisted		UK listed	AIM	Plus Mkts	Total
	£’000		£'000	£'000	£'000	£'000
Valuation at 1 March 2011	132		522	5,181	174	6,009
Purchases at cost	45		367	925	-	1,337
Sales proceeds	(60)		(39)	(904)	(30)	(1,033)
Realised gains/(losses)	(37)		(4)	112	-	71
Unrealised gains/(losses)	(24)		(24)	(220)	(42)	(310)
Valuation at 29 February 2012	56		822	5,094	102	6,074
Cost at 1 March 2011	402		797	9,752	950	11,901
Purchases	45		367	925	-	1,337
Sales proceeds	(60)		(39)	(904)	(30)	(1,033)
Realised gains/(losses)	(41)		(66)	45	12	(50)
Cost at 29 February 2012	346		1,059	9,818	932	12,155

The overall gain on investments for the years shown are in the Income Statement is analysed as follows:

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Net realised gain on disposal		72		146
Decrease in unrealised appreciation		(310)		(82)
		(238)		64

10. Venture capital investments

A full list of investments held is disclosed under Investment Portfolio.

11. Significant interests

The Company did not hold more than 10% of the allotted equity share capital of any class of any investee company.

12. Debtors

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Uninvested funds with broker:
MD Barnard & Co Ltd		115		332

13. Creditors: amounts falling due within one year

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Trade creditors and accruals		25		25
UK Corporation Tax		-		-
		25		25

14. Share capital

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Authorised
15,000,000 ordinary shares of 10p each		1,500		1,500
Allotted, called up and fully paid
10,734,329 (10,534,329) ordinary shares of 10p		1,073		1,053

On 18 March 2011, the company issued 32,834 ordinary 10p shares fully paid for 60.91p each; on 01 April 2011, 130,272 ordinary 10p shares fully paid for 61.41p each; on 13 April 2011 24,150 ordinary 10p shares fully paid for 62.11 p each and on 10 May 2011, 12,744 ordinary 10p shares fully paid for 62.04p each.

15. Reserves

	Share Premium account	Capital realised	Capital unrealised	Revenue reserve
	£’000	£’000	£’000	£’000
As at 1 March 2011	8,912	2,241	(5,910)	20
Share issue	91	-	-	-
Realised gains on disposals	-	71	-	-
Unrealised losses	-	-	(310)	-
Net revenue	-	-	-	43
Investment management fee	-	(48)	-	-
Corporate taxation	-	-	-	-
Dividends paid	-	-	-	(19)
Transfer of unrealised gains/(losses) to Capital
realised reserve on investment disposal	-	(120)	120	-
At 29 February 2012	9,003	2,144	(6,100)	44

16. Reconciliation of movements in shareholders’ funds

	£’000
At 1 March 2011	6,316
Share issue	111
Return on ordinary activities after tax	(244)
Dividend paid	(19)
At 29 February 2012	6,164

17. Net asset value per share

Net asset value per share is based on net assets at 29 February 2012 of £6,164,627 (28 February 2011 of £6,315,988) divided by the 10,715,949 and 10,434,260 weighted average ordinary shares in issue at those dates respectively.

18. Net cash outflow from operating activities

	Year ended 29 February 2012 £’000	Year ended 28 February 2011 £’000
Operating activity
Operating (loss)/ profit	(244)	37
Gain on sale of investments	(71)	(146)
Investment income	(94)	(70)
Unrealised losses on investments	310	82
Increase in creditors	-	1
	________	________
	(99)	(96)
	=======	=======

19. Risk management and financial instruments

A statement of the company’s principal objectives is given on page 1. In order to achieve these objectives the company invests its funds primarily in qualifying holdings in unlisted companies and companies traded on AIM, which by their nature may entail a higher degree of risk than investments in large listed companies. The company has not entered into any derivative transactions, and does not expect to do so in the foreseeable future. As a Venture Capital Trust, the company invests in securities for the long term, and it is the company’s policy that no trading in investments or other financial instruments shall be undertaken.

Market price risk

The main risks arising from the company’s investing activities are market price risk, representing the uncertain realisable values of the company’s investments. The directors aim to limit the risk attaching to the portfolio as a whole by careful selection of investments and by maintaining a wide spread of investments in terms of financing stage, industry sector and geographical location.

Interest rate risk

The company finances its activities through retained profits including realisable capital profits, and through the issue of equity shares. It has not entered into any borrowings. The company’s investment portfolio includes investments in interest bearing securities in investee companies and in other fixed interest securities. Details of interest bearing assets are given below under Financial assets.

Liquidity risk

There is liquidity risk associated with unquoted investments, which are not readily realisable.

Credit risk

Credit risk is the risk of a borrower defaulting on either an interest payment or the capital sum of a loan. The exposure is limited to uninvested funds held with the investment manager and the fixed interest loan notes.

Currency risk

The company’s assets and liabilities are denominated in sterling.

Financial assets

The interest rate profile of the company’s financial assets is set out below:

	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Floating rate		115		332
Fixed rate		56		132
Non-interest bearing		6,018		5,877
		6,189		6,341

Fixed rate assets	Year ended 29 February 2012 £’000		Year ended 28 February 2011 £’000
Weighted average interest rate		15%		8%
Weighted average years to maturity		5.8		5.8

Floating rate financial assets comprise cash held on deposit and investments in liquidity funds. The benchmark rate for these investments is the UK bank base rate.

Non-interest bearing financial assets comprises equity share and non-equity share investments in investee companies, cash held on non-interest bearing deposit and debtors.

Fair values

The investments of the company are valued by the directors in accordance with the guidelines issued by the British Venture Capital Association, and the carrying values are considered to approximate the fair value of the investments.

20. Related party transactions

New Century AIM VCT plc is managed by M D Barnard & Co. Limited. Details of the relationship and transactions with the related party are included in note 3.

21. Capital commitments

There were no investments which were approved at the year end but which had not completed.

22. Control

New Century AIM VCT plc is not under the control of any one party or individual.

Shareholder Information for the year to 29 February 2012

The Company

New Century AIM VCT PLC was incorporated on 4 February 2005. In March 2005, the company obtained a listing on the London Stock Exchange. A total of £8.465 million was raised (before expenses) through an offer for subscription of new ordinary shares at 100p. The company has now reached the end of its provisionally approved period and now complies with the full requirements for approval.

The Investment Manager

New Century AIM VCT PLC is managed by M D Barnard & Company Limited, an independent fund management company based in Laindon, Essex. M D Barnard & Company currently manages or advises investment trust, unit trust and venture capital funds totalling approximately £30 million including New Century AIM VCT PLC.

Venture Capital Trusts

Venture Capital Trusts (VCTs) were introduced in the Finance Act 1995 and are intended to provide a means whereby individual investors can invest in small unquoted trading companies in the UK, with incentives in the form of a number of tax benefits. Investors subscribing for new shares in a VCT are currently entitled to claim Income Tax relief of 30% on their investment, irrespective of their marginal rate (up to a maximum of £200,000 per tax year). The tax relief cannot exceed the amount which reduces an investor's Income Tax liability to nil. In addition, all dividends paid by VCTs are tax free and disposals of VCT shares are not subject to Capital Gains Tax. Conversely, losses on VCT shares are not allowable to offset against taxable gains.

The company has now reached the end of its provisionally approved period and now complies with the full requirements for approval. In order to maintain its approval the company must comply with certain requirements on a continuing basis; in particular, within three years from the date of provisional approval at least 70% by value of the company’s investments must comprise “qualifying holdings”, of which at least 30% by value must be in eligible ordinary shares.

As with investment trusts, capital gains accruing to VCTs are not chargeable gains for UK Corporation Tax purposes.

Financial calendar

Annual General Meeting 2012	30 August 2012
Interim report for six months to 31 August 2012 published	October 2012
Preliminary announcement of results for the year to 28 February 2013	June 2013
Annual General Meeting 2013	July 2013

Share price

The mid-market price of shares in New Century AIM VCT PLC is available daily on the London Stock Exchange website (www.londonstockexchange.com).

Category Code: ACS

Sequence Number: 332843

Time of Receipt (offset from UTC): 20120629T102345+0100