GBP10,000) on purchases and sales of investments respectively. These amounts are included in gains on investments, as disclosed in the Consolidated Statement of Comprehensive Income. 11 SIGNIFICANT INTERESTS
The Company has provided noti?cations of holdings of 3% or more in relevant issuers. The following issuer noti?cations remain effective as at 30 April 2021:
Name of issuer Class of share % held Chamberlin plc Ordinary 8.62 Coral Products plc Ordinary 8.31 RTC Group plc Ordinary 7.00 Orchard Funding Group plc Ordinary 4.68
INVESTMENT IN SUBSIDIARY
Company Company 2021 2020 GBP'000 GBP'000 Cost as at 1 May and 30 April 13 13
The Company owns the whole of the issued ordinary share capital of SDVP, especially formed for the issuing of Zero Dividend Preference shares, which is incorporated and registered in England and Wales, under company number: 11031268. 12 TRADE AND OTHER RECEIVABLES
Group Group Company Company 2021 2020 2021 2020 GBP'000 GBP'000 GBP'000 GBP'000 Amounts due from brokers 455 107 455 107 Dividends receivable 290 57 290 57 Prepayments and accrued income 12 22 12 22 757 186 757 186 13 TRADE AND OTHER PAYABLES Group Group Company Company 2021 2020 2021 2020 GBP'000 GBP'000 GBP'000 GBP'000 Trade and other payables 136 104 136 104 Loan from subsidiary undertaking - - 13 13 136 104 149 117 14. ZERO DIVIDEND PREFERENCE SHARES
On 8 January 2018, SDVP issued 10,977,747 Zero Dividend Preference shares at 100p per share from the conversion of Zero Dividend Preference shares of SCZ, the 2018 ZDP subsidiary. On 8 January 2018, 1,802,336 Zero Dividend Preference shares were also issued at 100p per share by a placing with net proceeds of GBP1.8 million. The expenses of the placing were borne by the Company and the Investment Manager. On 11 April 2018, SDVP issued a further 1,419,917 Zero Dividend Preference shares at 103p per share (a premium of 3p per share), and net proceeds of GBP1.5 million. On the 10 May 2018 and 15 May 2018, SDVP issued a further 100,000 and 200,000 Zero Dividend Preference shares at 104p per share (a premium of 4p per share), and net proceeds of GBP313,000. The Zero Dividend Preference shares each have an initial capital entitlement of 100p per share, growing by an annual rate of 4% compounded daily to 133.18p on 30 April 2025, a total of GBP19,311,000. The accrued entitlement as per the Articles of Association of SDVP at 30 April 2021 was 114.01p (2020: 109.67p) per share, being GBP16,532,000 in total, and the total amount accrued for the year of GBP630,000 (2020: GBP607,000) has been charged as a ?nance cost to capital. 15 SECURED LOAN
Pursuant to a loan agreement between SDVP and the Company, SDVP has lent the gross proceeds of the following Zero Dividend Preference transactions to the Company: ? Gross proceeds of GBP10,978,000 raised from the conversion of 10,977,747 Zero Dividend Preference shares at 100p on 8
January 2018 ? Gross proceeds of GBP10,978,000 raised from the placing of 1,802,336 Zero Dividend Preference share at 100p on 8
January 2018 ? Gross proceeds of GBP1,463,000 raised from the placing of 1,419,917 Zero Dividend Preference shares at a premium of
103p on 11 April 2018 ? Gross proceeds of GBP313,000 raised from the placings of 300,000 Zero Dividend Preference shares at a premium of 104p
on the 10 and 15 May 2018
The loan is non-interest bearing and is repayable three business days before the Zero Dividend Preference share redemption date of 30 April 2025 or, if required by SDVP, at any time prior to that date in order to repay the Zero Dividend Preference share entitlement. The funds are to be managed in accordance with the investment policy of the Company.
The loan is secured by way of a ?oating charge on the Company's assets under a loan agreement entered into between the Company and SDVP dated 27 November 2017.
A contribution agreement between the Company and SDVP has also been made whereby the Company will undertake to contribute such funds as would ensure that SDVP will have in aggregate suf?cient assets on 30 April 2025 to satisfy the ?nal capital entitlement of the Zero Dividend Preference shares. The contribution accrued by the Company to cover the entitlement for the year was GBP630,000 (2020: GBP607,000). 16. SECURED LOAN (continued)
2021 2020 GBP'000 GBP'000 Value at 1 May 15,902 15,295 Contribution to accrued capital entitlement of Zero Dividend Preference shares 2025 630 607 16,532 15,902 17 SHARE CAPITAL Issued, allotted and fully paid:
Ordinary shares of 25p each
2021 2020
Number GBP'000 Number GBP'000
Opening balance 20,850,000 5,213 20,850,000 5,213 20,850,000 5,213 20,850,000 5,213
No Ordinary shares were issued in the year. The rights attaching to the Ordinary shares are: As to dividends each year
Ordinary shares are entitled to all the revenue pro?ts of the Company available for distribution, including all undistributed income. As to capital on winding up
On a winding up, holders of Zero Dividend Preference shares issued by SDVP are entitled to a payment of an amount equal to 100p per share, increased daily from 8 January 2018 at such a compond rate, equivalent to 4%, as will give a ?nal entitlement to 133.18p for each Zero Dividend Preference share at 30 April 2025, GBP19,311,000 in total.
The holders of Ordinary shares will receive all the remaining Group assets available for distribution to shareholders after payment of all debts and satisfaction of all liabilities of the Company rateably according to the amounts paid or credited as paid up on the Ordinary shares held by them respectively. Voting
Each holder of Ordinary shares on a show of hands will have one vote and on a poll will have one vote for each Ordinary share held. Each holder of Zero Dividend Preference shares on a show of hands will have one vote at meetings where Zero Dividend Preference shareholders are entitled to vote and on a poll will have one vote for every Zero Dividend Preference share held. 17. SHARE CAPITAL (continued) Duration
Under the Parent Company's Articles of Association, the Directors are required to convene a General Meeting of the Company to be held in April 2025 so as to align the vote with any timetable for a further issue of Zero Dividend Preference shares or to save costs by proposing the Continuation Resolution (as de?ned below) at the Annual General Meeting or some other General Meeting of the Company ('the First GM'), at which an Ordinary Resolution will be proposed to the effect that the Company continues in existence ('the Continuation Resolution'). In the event that such Resolution is not passed, the Directors shall, subject to the Statutes, put forward further proposals to shareholders regarding the future of the Company (which may include voluntary liquidation, unitisation or other reorganisation of the Company) ('the Restructuring Resolution') at a General Meeting of the Company to be convened not more than four months after the date of the First GM (or such adjournment).
The Restructuring Resolution shall be proposed as a Special Resolution. If the Restructuring Resolution is either not proposed or not passed then the Directors shall convene a General Meeting not more than four months after the date of the First GM (or such adjournment). If the Restructuring Resolution is not proposed or four months after the date the Restructuring Resolution is not passed, an Ordinary Resolution pursuant to Section 84 of the Insolvency Act 1986 to voluntarily wind up the Company shall be put to shareholders and the votes taken on such Resolution shall be on a poll. 18 NET ASSET VALUE PER SHARE
The net asset value per share and the net assets attributable to the Ordinary shareholders and Zero Dividend Preference shareholders are as follows:
Net assets Net assets
Net asset value per attributable to Net asset value per attributable to share shareholders share shareholders 2021 2021 2020 2020 pence GBP'000 pence GBP'000 Ordinary shares 227.07 47,345 124.86 26,034 Zero Dividend Preference 114.01 16,532 109.67 15,902 shares
The net asset value per Ordinary share is calculated on 20,850,000 (2020: 20,850,000) Ordinary shares, being the number of Ordinary shares in issue at the year end.
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