- Part 4: For the preceeding part double click [ID:nRSW0659Oc]

18 RELATED PARTY TRANSACTIONS
 
 

Details of major related party transactions during the year ended 30 April
2010 are provided below, except for those relating to the remuneration of
the Directors and management.

 

(i)   Virgin Rail Group Holdings Limited - Non-Executive Directors
 
       
 
      Two of the Group's managers are non-executive directors of Virgin Rail
      Group Holdings Limited.  During the year ended 30 April 2010, the
      Group earned fees of £60,000 (2009: £60,000) from Virgin Rail Group
      Holdings Limited in this regard.
 
       
 
(ii)  West Coast Trains Limited
 
       
 
      West Coast Trains Limited is a subsidiary of Virgin Rail Group.  For
      the year ended 30 April 2010, East Midlands Trains had purchases
      totalling £0.8m (2009: £0.6m) and sales totalling £0.5m (2009:
      £0.8m) from/to West Coast Trains Limited.  East Midlands Trains has
      a payable of £27,000 (2009: receivable of £400,000) owed to West
      Coast Trains Limited as at 30 April 2010. 
 
       
 
(iii) Noble Grossart Limited
 
       
 
      Ewan Brown (Non-Executive Director) is a former executive director and
      current non-executive director of Noble Grossart Limited that provided
      advisory services to the Group during the year.  Total fees payable
      to Noble Grossart Limited in respect of the year ended 30 April 2010
      amounted to £13,333 (2009: £20,000).  At 30 April 2010, Noble
      Grossart Investments Limited, a subsidiary of Noble Grossart Limited,
      held 4,084,999 (2009: 4,084,999) ordinary shares in the Company,
      representing 0.6% (2009: 0.6%) of the Company's issued ordinary share
      capital. 
 
       
 
(iv)  Alexander Dennis Limited
 
      Brian Souter (Chief Executive) and Ann Gloag (Non-Executive Director)
      collectively hold 37.9% (2009: 37.9%) of the shares and voting rights
      in Alexander Dennis Limited.  Noble Grossart Investments Limited (see
      (iii) above) controls a further 28.4% (2009: 28.4%) of the shares and
      voting rights of Alexander Dennis Limited.  None of Brian Souter, Ann
      Gloag or Ewan Brown is a director of Alexander Dennis Limited nor do
      they have any involvement in the management of Alexander Dennis
      Limited.  Furthermore, they do not participate in deciding on and
      negotiating the terms and conditions of transactions between the Group
      and Alexander Dennis Limited.
 
       
 
      For the year ended 30 April 2010, the Group purchased £48.9m (2009:
      £61.1m) of vehicles from Alexander Dennis Limited and £3.4m (2009:
      £2.8m) of spare parts and other services. As at 30 April 2010, the
      Group had £0.4m (2009: £0.3m) payable to Alexander Dennis Limited.
 
 
 

18 RELATED PARTY TRANSACTIONS (CONTINUED)
 
 

        
 
(v)    Pension Schemes
 
       Details of contributions made to pension schemes are contained in
       note 11.
 
        
 
(vi)   Robert Walters plc
 
       Martin Griffiths (Finance Director) became a non-executive director
       of Robert Walters plc in July 2006 and received remuneration of
       £56,120 (2009: £47,200) in respect of his services for the year
       ended 30 April 2010.  Martin Griffiths holds 20,000 (2009: 12,000)
       shares in Robert Walters plc, which represents 0.03% (2009: 0.01%) of
       the issued share capital.
 
        
 
(vii)  Troy Income & Growth Trust plc
 
       Martin Griffiths (Finance Director) became a non-executive director
       of Troy Income & Growth Trust plc (formerly Glasgow Income Trust plc)
       on 8 November 2007 and received £14,000 (2009: £14,000) in respect
       of his services for the year ended 30 April 2010.  He holds 50,000
       (2009: 28,000) shares in Troy Income & Growth Trust plc representing
       0.04% (2009: 0.02%) of the issued share capital.
 
        
 
(viii) Loan to New York Splash Tours LLC
 
       A net interest bearing long-term loan of £3.1m (2009: £2.7m) was
       outstanding from New York Splash Tours LLC as at 30 April 2010.
 
        
 
(ix)   Scottish Citylink Coaches Limited
 
       A non interest bearing loan of £1.7m (2009: £Nil) was due to
       Scottish Citylink Coaches Limited as at 30 April 2010.  The Group
       received £14.9m (2009: £14.0m) in the year ended 30 April 2010 in
       respect of the operation of services subcontracted by Scottish
       Citylink Coaches Limited.  As at 30 April 2010, the Group had a net
       £3.6m (2009: £3.7m) receivable from Scottish Citylink Coaches
       Limited, excluding the loan referred to above.
 
        
 
(x)    Argent Energy Group Limited
 
       Brian Souter (Chief Executive) and Ann Gloag (Non-Executive Director)
       collectively hold 39.3% (30 April 2009: Nil) of the shares and voting
       rights in Argent Energy Group Limited.  Neither Brian Souter nor Ann
       Gloag is a director of Argent Energy Group Limited nor do they have
       any involvement in the management of Argent Energy Group. 
       Furthermore, they do not participate in deciding on and negotiating
       the terms and conditions of transactions between the Group and Argent
       Energy Group.
 
        
 
       For the year ended 30 April 2010, the Group purchased £0.4m (2009:
       £0.2m) of biofuel from Argent Energy Group.  As at 30 April 2010,
       the Group had £Nil (2009: £13,000) payable to Argent Energy Group.
 
 

 

19 POST BALANCE SHEET EVENTS
 
 

Holders of 723,770 redeemable 'B' preference shares elected to have these
shares redeemed on 31 May 2010, leaving 4,463,285 redeemable 'B' preference
shares in issue.

 

In the 2010 budget on 22 June 2010, the UK Government announced its
intention to reduce the UK corporate income tax rate from 28% to 24% by 1%
per annum over a four-year period.  At 30 April 2010, no change in the rate
of tax was substantively in law, but a 1% decrease in the rate to 27% is
expected to be enacted in the year ending 30 April 2011.  Had this change
of rate to 27% been substantively enacted as of the balance sheet date, the
estimated impact on the balance sheet would be a reduction in deferred tax
liabilities of £0.7m, from £19.2m to £18.5m.

 

20 STATUTORY FINANCIAL STATEMENTS
 
 

The financial information set out in the preliminary announcement does not
constitute the Group's statutory financial statements for the year ended 30
April 2010 within the meaning of section 434 of the Companies Act 2006 and
has been extracted from the full financial statements for the years ended 30
April 2010 and 30 April 2009 respectively.

 

Statutory financial statements for the year ended 30 April 2009, which
received an unqualified audit report, have been delivered to the Registrar
of Companies.

 

The reports of the auditors on the financial statements for each of the
years ended 30 April 2009 and 2010 were unqualified and did not contain a
statement under either section 498(2) or section 498(3) of the Companies Act
2006.  The financial statements for the year ended 30 April 2010 will be
delivered to the Registrar of Companies and forwarded to all shareholders in
due course.  These financial statements will also be available on the
Group's website and from the registered office of the Company at 10 Dunkeld
Road, Perth PH1 5TW.

 

The Board of Directors approved this announcement on 23 June 2010.

21 DEFINITIONS
 
 

The following definitions are used in this document:

 

·   Like-for-like amounts are derived, on a constant
currency basis, by comparing the relevant year-to-date amount with the
equivalent prior year period for those businesses and individual operating
units that have been part of the Group throughout both periods.

 

·   Operating profit for a particular business unit or
division within the Group refers to profit before net finance income/costs,
taxation, intangible asset expenses, exceptional items and restructuring
costs.

 

·   Operating margin for a particular business unit or
division within the Group means operating profit as a percentage of revenue.

 

·   Exceptional items means items which individually or,
if of a similar type, in aggregate need to be disclosed by virtue of their
nature, size or incidence in order to allow a proper understanding of the
underlying financial performance of the Group.

 

·   Gross debt is borrowings as reported on the
consolidated balance sheet, adjusted to exclude accrued interest, deferred
gains on derivatives and the effect of fair value hedges on the carrying
value of borrowings, and to include the effect of foreign exchange
derivatives that synthetically convert an element of borrowings from one
currency to another.

 

·   Net debt (or net funds) is the net of cash and gross
debt.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END 
 
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