Harland & Wolff (HARL) 2010年年度報告「LSE」.pdf

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Harland & Wolff (HARL) 2010年年度報告「LSE」.pdf

1、InfraStrata plcContents3Chairmans statementAs Chairman of InfraStrata I am acutely aware that the year to 31 July 2010 has brought its fair share of frustration and disappointment to our hopes and aspirations for the Group as reflected in a distressed share price performance.However,I am very please

2、d to report that progress is now being made to move the business forward.It has become a truism to say that the appetite for investment in gas storage within the short to medium term has deteriorated considerably in recent years and this has had a significantly adverse effect upon our ability to fun

3、d our portfolio of projects.In consequence,we have decided during the course of the last year,to expand our sphere of interest based upon our existing assets and areas of executive expertise where we have found there to be natural synergies.In this respect we have sought to lessen our total dependen

4、cy upon developing gas storage projects across an international portfolio,to one of broadening our range of assets within two core areas in the UK,to include conventional and unconventional oil and gas exploration.In the year to 31 July 2010 our disappointment centred upon the ongoing difficulties w

5、ithin the capital and gas storage markets.As you will know,a Co-operation Group of potential investors had been formed in October 2009 following which an advisor was appointed to undertake a technical due-diligence exercise.This process continued in parallel with discussions on possible shareholder

6、and capacity agreements co-ordinated by our legal advisors.Regrettably,whilst our view of the project in both technical and financial terms remains undiminished,the Co-operation Group,acting as a whole,were unable to offer commercial terms that were acceptable to us at this time.However,during this

7、time we were able to make considerable progress through our discussions with eCORP International,LLC(“eCORP”)culminating in a partnership agreement that not only facilitates substantial progress in the project but also enables our potential participation in exploration activity in the area.We hope t

8、hat the Portland Project will be brought back to the market in 2012 when we anticipate an improvement to the situation in the markets.In addition to our continuing efforts directed at bringing the Portland project to full developmental stage we have been pursuing our plan to secure planning permissi

9、on for the project at Islandmagee in Northern Ireland.On 23 March 2010 Islandmageee Storage Limited,on behalf of the Group,submitted a planning application relating to the creation of a 500 million cubic metres natural gas storage facility a capacity sufficient to store Northern Irelands peak demand

10、 for in excess of 60 days.We are continuing in our discussions with eCORP as potential partner in this enterprise but on a non exclusive basis as we seek interest from other parties in not only progressing the gas storage project but again broadening our strategy to include exploration.Slim differen

11、tials between summer and winter gas prices continue to affect sentiment for large gas storage developments but the requirement for such long-lead infrastructure remains strong.This position was echoed and reinforced through several of the presentations made during the highly successful independent s

12、eminar on gas storage hosted by InfraStrata in September.We therefore remain focused upon the development of the two gas storage projects within the UK that could between them provide over 10%of the total UK and Ireland peak daily demand once operational in the latter part of the decade.However,mind

13、ful of the difficulties in obtaining funding interest for the full development of such projects at this stage,we have sought,with some success,to expand our interest into more traditional oil and gas exploration which we hope will bring considerable benefit by enhancing shareholder value.Your Board

14、has considered the matter of remuneration for the executive team and our decision has been to again freeze salaries for the coming year but consider a reward through the share incentive scheme for milestones achieved.This decision is based primarily upon the current economic situation and financial

15、outlook and in no way reflects adversely upon the performance of the team which remains one of total dedication and diligence.In conclusion I would like to express my gratitude for your continued encouragement and support during difficult economic times and offer my appreciation for the continuing e

16、fforts of the executive team on your behalf.Ken Ratcliff,Non-Executive ChairmanChairmans statement 3 Chief Executives operating review 4-Corporate and social responsibility 6Directors,secretary,advisors and shareholder information 7Report of the Directors 8-Directors of the Company 10-Corporate Gove

17、rnance 12-Directors responsibilities 13Independent auditors report 14Financial statements and notes-Consolidated statement of comprehensive income 15-Consolidated statement of financial position 16-Company statement of financial position 17-Consolidated statement of changes in equity 18-Company stat

18、ement of changes in equity 18-Consolidated statement of cash flows 19-Company statement of cash flows 19-Notes to the financial statements 20-36Letter from the Chairman 37-38Notice of Annual General Meeting 39Proxy form 41InfraStrata plcInfraStrata plc5Chief Executives operating reviewPortland Proje

19、ct,DorsetAt a projected 1,000 million cubic metres(“mcm”)of working gas,the facility would be the largest of the publicly announced onshore gas storage facilities in the UK.The project is owned by Portland Gas Limited.Its two shareholders are a subsidiary of eCORP International,LLC,a developer,opera

20、tor and owner of natural gas storage facilities,and a developer and explorer of conventional and unconventional natural gas prospects in the US and Internationally(50%interest),and a wholly owned subsidiary of InfraStrata plc(50%interest).The project has been granted planning permission by Dorset Co

21、unty Council and Pipeline Construction Authorisation by the Department of Energy and Climate Change.The gas storage facility is designed to inject or withdraw gas at 20mcm per day.The total construction cost for the project is approximately 450m.Further information is available on the website www.po

22、rtland-.In October 2010 the Company announced that legal agreements had been completed with US independent energy company eCORP International,LLC(“eCORP”)relating to InfraStratas interests in the Portland gas storage project.A subsidiary of eCORP,eCORP Oil&Gas UK Limited,acquired rights to 50%of the

23、 share capital of the project company,Portland Gas Limited,in return for matching the project expenditure invested to date by InfraStrata(22.9m).The Company,through its subsidiary InfraStrata UK Limited,will retain 50%of the share capital in Portland Gas Limited.These funds will be used to develop t

24、he Portland Project further before bringing it to market,hopefully during 2012.Under the terms of the agreement with eCORP,the drilling of the first cavern well during 2011 will be the initial activity.Data will be acquired to better define the pressure ranges over which the caverns can be operated

25、to maximise the responsiveness of the caverns to short term gas demand requirements(the extrinsic value of the project)and finalise elements of the cavern design.InfraStrata will also benefit from an income stream through a technical services agreement.The Company is pleased to be moving into a new

26、phase in the development of the Company with the partnership.During 2011 we look forward to progressing plans with stakeholders to move the Portland Project forward and expect the major work on the ground to start with construction of the wellpad during Q2 2011.Islandmagee Project,Northern IrelandTh

27、e proposed 500 million cubic metres(“mcm”)facility would be the largest on the island of Ireland and the first for Northern Ireland.It would make a significant contribution to the security of gas supplies.The facility is being designed to inject gas at 12 mcm and withdraw gas at 22 mcm per day.The c

28、ost of construction has been estimated at 250 million,including cushion gas.The project is owned by Islandmagee Storage Limited(“IMSL”),an independent Northern Ireland registered company.Its two shareholders are a subsidiary of Mutual Energy,an operator of existing key gas and electrical infrastruct

29、ure in Northern Ireland(35%interest),and a subsidiary of InfraStrata plc(65%interest).A planning application for the Islandmagee Storage Project was submitted in March 2010.The submission of the planning application followed more than two years collating information and carrying out very thorough in

30、vestigative studies into the development of a natural gas storage facility within a Permian salt sequence a mile beneath Larne Lough,including a 3D seismic survey carried out in 2007.Since then IMSL has been consulting extensively with stakeholders and local resident groups and held two well attende

31、d public exhibitions during 2009.Further information is available on the project website .In June 2010 the Company announced that it had signed a Memorandum of Understanding(“MOU”)with eCORP relating to a proposed investment in the Islandmagee Project.eCORP,the Company and its partner Mutual Energy

32、agreed in November 2010 to extend the terms of the MOU until 30 April 2011,but on a non-exclusive basis.Under the MOU and subject to agreement,eCORP retains an option to acquire an interest in the project company,Islandmagee Storage Limited on terms specified in the MOU.Should eCORP proceed with an

33、investment in IMSL,eCORP would acquire 40%of the share capital of IMSL in return for funding the project through to the Financial Investment Decision point and paying InfraStrata and Mutual Energy a sum of up to 5m if the project proceeds to development.In addition,eCORP would refund all of the proj

34、ect development costs incurred by IMSL to the date of completion(these have been funded solely by InfraStrata).InfraStrata and Mutual Energy remain committed to introducing a further partner into the project and will be exploring the potential for joint development with eCORP and others over the com

35、ing months.The Islandmagee Storage Project is an important element of InfraStratas portfolio and the Company remains hopeful that this strategic asset for Northern Ireland will be granted planning permission in the first half of 2011 to enable drilling of the first cavern well to commence before the

36、 end of 2011.Front End Engineering Design will commence following acquisition of data from the well,leading to the point when the decision to proceed to full construction is expected to be taken during 2012.New projectsDuring 2010,the Company took the decision to focus its resources on the UK gas ma

37、rket,and to enhance the existing gas storage business within its two core areas.This includes conventional and unconventional petroleum exploration,where the Company can use its existing geological and geophysical knowledge and databases to leverage initial funding for the projects.The Company sees

38、an excellent strategic fit between gas pro-duction and storage in close proximity to each other.In November 2010 the Company was offered a petroleum exploration licence over the central part of the Larne-Lough Neagh Basin in Northern Ireland.The offer is in response to an application made to the Dep

39、artment of Enterprise,4Trade and Investment(“DETI”)in Northern Ireland in August 2010.The Company expects that DETI should be in a posi-tion to issue the licence in Q1 2011 after it has completed the drafting of the terms and conditions of the licence,taking into account the outcome of its consulta-

40、tion with other Departments and agen-cies.The initial licence term will be five years with a decision on drilling a well required within two years.InfraStrata will be the operator of the licence with a 50%interest.The licence covers an area of 663 square kilometres,and the existing Is-landmagee gas

41、storage project is located within the boundary.Following a licence award,seismic data would be acquired during 2011 and it is hoped that interpretation of this data would lead to an exploration well being drilled within two years.Ideally such a well could form part of a programme to include drilling

42、 for the Islandmagee gas storage project,where the Com-pany holds a 65%interest,subject to the granting of planning permission for that project.In response to the decision to focus its resources on its UK projects,the Com-pany decided to seek a buyer for its entire interests in the gas storage proje

43、cts in Spain and Germany,which are both at the exploration application stage.InfraStrata plcInfraStrata plc76Corporate and social responsibility Portland Gas Limited continues to support local communities in its area of operation.The Portland Gas TrustThe Portland Gas Trust is a registered charity t

44、hat supports initiatives around education,geology and the environment.This year the Trust has continued to support local projects both financially,and in kind through the services of Community Liaison Officer,Rachel Barton.The Governors Garden project received over 45,000 from the Big Lottery fund a

45、nd the Trust remains a partner in delivering the overall scheme including a botanical garden,wildlife garden and allotments.The Trust has continued to support the Island Ranger post and is a key partner in the Wild about Weymouth and Portland project that received Access to Nature funding to deliver

46、 a range of environmental projects across the area over the next few years.The Trust sponsored the Budmouth College Geology Award and the Portland MEMO project.The Board agreed to support the Portland Museum Trust by offering staff time in advising and accessing grants.This led to grants being recei

47、ved by the Museum Trust for repairs to the building and IT technology for over 11,000.Other larger grant programmes are also being explored.The Trust has continued to work on the Old Engine Shed and the areas around the building.The Trust received a grant of 4,000 from the COMMA fund which enabled w

48、ork to be done on site.This has included rebuilding the dry stone walls with volunteers from the community and the YOI,clearing scrub and the production of information panels that have been set in large pieces of Portland Roach stone.Local stone company,Albion Stone,donated two pieces of stone which

49、 have been carved with poetry by the late Skylark Durston and placed within sections of the walling.The Trust is committed to sustainable energies being used on the Shed once the renovation works start and after receiving a grant of 4,125 from CSEP,commissioned a feasibility study of the types of en

50、ergy saving ideas that could be used.Future plans include having activities for the local community at the Old Engine site in 2012 to celebrate the Queens Diamond Jubilee and the 2012 Olympic Games.IslandmageeIslandmagee Storage Limited strongly believes in supporting the local community.Subject to

51、obtaining planning permission and full project funding,the Company intends to set up a Trust with objectives around education,geology and the environment.An initial investment of 1 million over three years,with a further 50,000 per annum for a minimum of six years thereafter is planned.Consultation

52、with local residents and interest groups indicated that there is a need to upgrade the community centre.Islandmagee Storage Limited has agreed to assist with this as part of its primary investment phase which in turn will help with the development of the Gobbins tourism project sponsored by Larne Bo

53、rough Council.The company is talking to local residents and community groups in the Larne Lough area with regard to ideas and initiatives which could be funded through the proposed Trust.In June 2010 local businesswoman Judith Tweed was appointed as Community Liaison Consultant,in order to collate a

54、 wide range of ideas for potential funding.Judith Tweed,Community Liaison Consultant for the proposed Islandmagee Trust meets with local primary school principals to explain the background to the Trust and discuss how local education initiatives could benefit from potential funding.Directors Kenneth

55、 Maurice Ratcliff(Non-executive Chairman)Andrew David Hindle(Chief Executive Officer)Craig Stuart Gouws(Chief Financial Officer)Walter Rookehurst Roberts(Legal and Commercial Director)Mark Anthony William Abbott(Non-executive Director)Maurice Edward Hazzard(Non-executive Director)Company secretary W

56、alter Rookehurst Roberts Registered office Blackstable House Longridge Sheepscombe Stroud Gloucestershire,GL6 7QXPrincipal office 80 Hill Rise Richmond Surrey,TW10 6UBAuditors Nexia Smith&Williamson 1 Bishops Wharf,Walnut Tree Close Guildford Surrey,GU1 4RATax advisors Smith&Williamson Limited 1 Bis

57、hops Wharf,Walnut Tree Close Guildford Surrey,GU1 4RARegistrars Capita Registrars Limited The Registry 34 Beckenham Road Beckenham Kent,BR3 4THNominated advisor and broker Seymour Pierce Limited 20 Old Bailey London,EC4M 7ENSolicitors Field Fisher Waterhouse LLP 35 Vine Street London,EC3N 2AABankers

58、 Bank of Scotland plc 155 Bishopsgate London,EC2M 3YBInvestor and public relations Buchanan Communications Limited 45 Moorfields London,EC2Y 9AEDirectors,secretary,advisors and shareholder informationInfraStrata plcInfraStrata plcREPORT OF THE DIRECTORSReport of the Directorsfor the year ended 31 Ju

59、ly 2010The Directors have pleasure in presenting their report and audited financial statements for the year ended 31 July 2010.Principal activity and review of businessThe principal activity of the Group throughout the year was the development of sub-surface gas storage facilities.General InfraStrat

60、a plc is incorporated in and domiciled in England and Wales.The Company changed its name from Portland Gas plc to InfraStrata plc on the 15 December 2009.Share capitalOn the 15 September 2009 the Company issued 919,474 new ordinary shares of 10 pence each which were classified as shares to be issued

61、 at 31 July 2009.On the 5 November 2009 the Company placed 2,500,000 new ordinary shares of 10 pence each at 100 pence per share to raise 2,500,000 before expenses.Business review During the year the Group continued to develop its gas storage business.Portland ProjectAt a projected 1,000 million cub

62、ic metres of working gas stored in 14 caverns at a depth of 2,400 meters within Triassic salt,the facility would be the largest of the publically announced onshore gas storage facilities in the UK.The project has been granted planning permission by Dorset County Council and Pipeline Construction Aut

63、horisation by the Department of Energy and Climate Change.The gas storage facility is designed to inject or withdraw gas at 20mcm per day.The current estimate of total construction cost for the project is approximately 450m.The project will use brine compensation technology and will not require cush

64、ion gas.Progress was made during the year completing land leases for the 37 kilometre gas pipeline connection to the National Transmission System.A Co-operation Group was established following a successful first phase of the funding process during the prior year.The Group consisted of five companies

65、,each of which had expressed an interest in possibly acquiring a working interest in the Portland Project,together with InfraStrata UK Limited.The Group worked together to conduct a feasibility study in respect of the Project during the year.The Projects finance advisor,BNP Paribas and the Company p

66、rogressed discussions with the European Investment Bank on development of the financing structure and securing debt financing.The EIB technical advisors have completed the first phase of the project finance due diligence.The Co-Operation Group was terminated on 28 June 2010.On the same day a Memoran

67、dum of Understanding was signed with eCORP International LLC through which eCORP could acquire 50%of the Project by funding the next stage of investment.The related legal agreements were completed on 1 October 2010.The initial works on the wellpad area were undertaken during the year.Further works a

68、re expected to be undertaken in quarter 2 of the 2011 calendar year,in preparation for the drilling of the first cavern well later in 2011.These works will be funded by eCORP.The gas storage facilities will be constructed in a number of stages,starting initially with drilling and construction of the

69、 facilities required to create the caverns,followed by construction of the gas facilities and pipelines.The project will take approximately eight years to construct.Islandmagee ProjectThe Planning Application for the Islandmagee Storage Project was submitted to the Strategic Projects Unit of the Nor

70、thern Ireland Planning Service during March 2010.The proposed storage facility is designed to store 500 million cubic metres of natural gas in seven caverns to be created at a depth of 1,500 metres within a Permian salt sequence.The site is located close to existing gas infrastructure and in what th

71、e Company believe is the thickest development of salt in Northern Ireland at Ballylumford on Islandmagee,County Antrim.The project will take approximately seven years to construct.In January 2010 InfraStrata UK Limited,Moyle Energy Investments Limited(a wholly owned subsidiary of Mutual Energy)and I

72、slandmagee Storage Limited entered into a preliminary shareholders agreement whereby Moyle Energy Investments Limited acquired a 35%interest in Islandmagee Storage Limited.InfraStrata UK Limited continues to assume one hundred percent of the risks of ownership and therefore InfraStrata plc includes

73、the total assets and liabilities of Islandmagee Storage Limited in its consolidated results.On 28 June 2010 a Memorandum of Understanding was signed with eCORP International LLC through which eCORP could acquire 40%of the Project by funding the next stage of investment,refunding back-costs and payin

74、g a bonus at the Final Investment Decision point.Discussions are continuing on the Islandmagee Storage Project,and eCORP,the Company and its partner Mutual Energy have agreed to extend the terms of the MOU until 30 April 2011,but on a non-exclusive basis.Storage asset portfolio developmentThe Group

75、made progress with its plans for new gas storage projects in Germany and Spain.In Germany,a review of the geology and infrastructure has resulted in activity being focused on a salt dome in northern Germany.An application for an exploration licence over a salt dome was made in 2010 by the German sub

76、sidiary Sager Meer Energy Limited.In Spain,the Group awaited the results of an exploration application lodged by a local subsidiary Portland Gas ESP S.L.in 2008.Following a strategic review,the Company has decided to sell its entire interests in these gas storage projects,which are currently both at

77、 the exploration application stage,to focus on its core areas in the United Kingdom.Discussions are being held with eCORP and others with view to concluding a sale during 2011.98Health,safety and environmentThere were no reportable health,safety or environmental incidents during the period.Key perfo

78、rmance indicators Key performance indicators are used by the Board to monitor progress against predetermined objectives.Key performance indicators include identification of new economic project opportunities,submission of project planning applications in accordance with project scheduling,project de

79、velopment in accordance with project development programme and Group working capital management.Submission of the Islandmagee project planning application during 2010,the further development of the Portland project and prudent application of available cash resources are in line with the Boards expec

80、tation.Risk factors The Group has to manage several business risks.These risks include loss of key employees,delays on planning applications,funding,cost over runs and exploration failures.The Board conducts a review of the specific risks the Group faces and has appropriate systems in place in order

81、 to identify and manage in so far as possible the ongoing risks and uncertainties the Group faces.OutlookThe 2010/11 financial year will again be an active time for the business.The Group looks forward to progressing the Portland Project with eCORP.The focus will be the drilling of the first cavern

82、borehole.Islandmagee Storage Limited looks forward to the Planning Application determination which is anticipated during the financial year.In addition the Group will continue in its stated objective of developing the UK gas storage business by working in partnerships across all of our projects.The

83、Group are also making applications for petroleum licences where they believe synergies exist between existing projects and the licence areas applied for.Results and dividendsThe Group made a loss after tax of 1,248,461 during the year(2009:loss after tax of 1,281,002).The loss for the year,together

84、with the balance of 3,241,347 brought forward leaves a retained loss of 4,489,808 to be carried forward.The Directors do not recommend the payment of a dividend(2009:nil).In accordance with international financial reporting standards,the project assets have been reclassified as assets held for sale

85、and disclosed as such in the consolidated statement of financial position.As a corollary,the net loss attributable to the project companies has been classified as arising from discontinued operations in the statement of comprehensive income.Events since the balance sheet dateOn the 1 October 2010 eC

86、ORP Oil&Gas UK Limited undertook to fund the first cavern well and thereby acquired the right to match the project expenditure invested to date by InfraStrata(22.9m)in return for 50%of the share capital of the project company,Portland Gas Limited.The Department of Enterprise Trade&Investment(“DETI”)

87、has carried out its assessments of the financial and technical aspects of an application made for a petroleum licence in Northern Ireland and offered in November 2010 to grant InfraStrata a 50%licence interest over the area applied for which is known as Central Larne-Lough Neagh Basin.The licence co

88、vers an area of 663 square kilometres,and the existing Islandmagee gas storage project is located within the boundary.The Company expects that DETI should be in a position to issue the licence in Q1 2011 after it has completed the drafting of the terms and conditions of the licence,taking into accou

89、nt the outcome of its consultation with other Departments and agencies.Charitable and political donationsDuring the year the Group made various charitable contributions in the UK totalling 400(2009:1,050).No donations were made for political purposes(2009:nil).Payment of creditorsThe Groups policy f

90、or all suppliers is to fix terms of payment when entering into a business transaction,ensure that the supplier is aware of those terms and to abide by the agreed terms of payment.The number of days trade creditors was 20(2009:21)for the Group.Risk managementThe financial risk management objectives a

91、nd policies of the Company in relation to the use of financial instruments,and the exposure of the Company and its subsidiary undertakings to its main risks,credit risk and liquidity risk,are set out in note 23 to the financial statements.DirectorsThe Directors,who served during the year and subsequ

92、ently,were as follows:Executive Directors A D Hindle C S Gouws W R Roberts Non-executive DirectorsK M RatcliffM A Abbott J R Davie(Resigned 3 December 2010)M E Hazzard All Directors benefit from the provisions of individual Directors Personal Indemnity insurance policies.Premiums payable to third pa

93、rties are as described in note 6.The Company operates a share option scheme,particulars of share options granted to Directors are detailed in note 6 to the financial statements.InfraStrata plcInfraStrata plcREPORT OF THE DIRECTORSREPORT OF THE DIRECTORS1110Ken Ratcliff(Non-Executive Chairman)Ken Rat

94、cliff,JP,BSc.,FCA,(Non-Executive Chairman)(60)is a Chartered Accountant with extensive finance and business experience.He is currently College Accountant at Epsom College and Accountant and co-founder of Geokinetics Processing UK Limited,an oil and gas industry seismic contractor.He was an audit man

95、ager with Touche Ross&Co in London before moving into accountancy and finance positions within the oil and gas industry in 1978.Ken has previously held senior management positions with Ensign Geophysics Limited,Seismic Geocode Limited,Tenneco Corporation and Merlin Geophysical Limited.He joined the

96、Board in 2007 and became Chairman in October 2007.Ken has been a non-executive director of Egdon Resources Plc since 2001.Andrew Hindle(Chief Executive Officer)Andrew Hindle,BSc.,MSc.,PhD,FGS,CGeol,(Chief Executive Officer)(48)is a highly experienced geologist with 25 years worldwide experience.He h

97、olds a degree in Geological Sciences gained in 1983 from Leeds University and,following a year with BP,gained a MSc.degree in Petroleum Geology in 1985 from Aberdeen University.In 1998 he completed a PhD(part-time)through the Open University.He received the J.C.“Cam”Sproule Memorial Award from the A

98、merican Association of Petroleum Geologists in 1999.He worked for Texaco from 1985 until 1996 on UK and international exploration and development projects,working overseas from 1990 to 1994.Subsequently,he worked for Anadarko Algeria Corporation from 1996 to 1997.In 1997 he became a founding directo

99、r of Egdon Resources Plc and,following the demerger of Egdon and InfraStrata,remains a non-executive director of Egdon.Andrew has been the Chief Executive of the Group since 2005.Andrew is also a director of Geofocus Limited and Toffee Limited.Craig Gouws(Chief Financial Officer)Craig Gouws,BSc.,CA(

100、SA)(Chief Financial Officer)(43)is a Chartered Accountant and holds an engineering degree.He worked within the forestry sector in South Africa before qualifying as a Chartered Accountant with Ernst&Young in 2001.His finance experience includes working for major auditing organisations in senior finan

101、cial positions in South Africa,the Middle East and the United Kingdom.Craig joined the Group in an executive role during 2007.Walter Roberts(Legal and Commercial Director and Company Secretary)Walter Roberts,MA(Cantab.),(Legal and Commercial Director and Company Secretary)(59)is an oil and gas lawye

102、r with a strong record in commercial and legal management.Walter qualified as a solicitor with Simmons&Simmons before joining Phillips Petroleum in 1980.He then worked for Lasmo in both the UK and in Australia where he set up its legal department.Walter was the principal negotiator for UK joint vent

103、ure commercial negotiations and gas sales for Talisman Energy(UK)Limited(previously Bow Valley Petroleum(U.K.)Limited)until 1995.More recently he was the London partner of Cummings&Co.and he is currently an executive director of Pinnacle Energy Limited and a non-executive director of Egdon Resources

104、 Plc.Walter joined the Board of Egdon Resources Plc in 2001 as a non-executive director.He joined the Group in an executive role in 2007.Mark Abbott(Non-Executive Director)Mark Abbott,BSc.,FGS,(Non-Executive Director)(49)is a geophysicist.He holds a degree in Exploration Sciences(Geology/Geophysics/

105、Mining Engineering)gained in 1985 from the University of Nottingham.He worked for the British Geological Survey from 1985 to 1992 in the UK and overseas,mainly involved in onshore basin analysis in the UK.Between 1992 and 1996 he worked in the International Division of British Gas Exploration and Pr

106、oduction Limited evaluating exploration and appraisal projects.From 1996 to 1997 he was employed by Anadarko Algeria Corporation as a Staff Exploration Geophysicist.In 1997 he became a founding director of Egdon Resources Plc and,following the demerger,became the Managing Director of that company.Ma

107、rk is also a director of MA Exploration Services Limited,an exploration consulting company and Bishopswood Pavilion Limited,an owner of sports grounds and a Trustee of the UK Onshore Geophysical Library.The Company has received notification of the following interests in 3%or more of the Companys iss

108、ued share capital at 13 December 2010.The percentages presented are at the date of notification.Ordinary shares of 10p each Number%Ken Ratcliff 63,000 0.09Andrew Hindle 6,695,791 9.07Craig Gouws 35,000 0.05Walter Roberts 1,055,460 1.43Mark Abbott 6,687,666 9.06Maurice Hazzard 1,144 0.00Directors of

109、the Company and their abridged CVs are as follows:Maurice Hazzard(Non-Executive Director)Maurice Hazzard,(Non-Executive Director)(72)has extensive business experience in the oil and gas industry,particularly in large offshore projects.He has held senior positions with Phillips Petroleum,Hamilton Bro

110、s.Oil&Gas Limited and Halyard Offshore Limited.Between 1979 and 1989 Maurice was responsible for development of the Energy Division of the Tung Group of companies,based in Hong Kong,and during this period was Executive Chairman of Houlder Marine Drilling Limited.From 1989 to 1996 he was a consultant

111、 with Maritime Audit&Technical Services Limited,consulting to the international offshore oil and marine services industry.From 1996 to 1999 he was Chairman and CEO of PD Systems International Limited,a UK electronics manufacturer.He is also non-executive Chairman of Orbitron Technologies Limited,a s

112、oftware company.Directors EmolumentsThe Directors emoluments are disclosed in note 6 to the Financial Statements.Directors and substantial shareholdingsThe Directors of the Company held the following beneficial shareholdings as at 13 December 2010Ordinary shares of 10p each Number%Bluehone Investors

113、 LLP 3,675,058 6.95Credit Suisse Securities(Europe)Limited 15,480,020 20.97InfraStrata plcInfraStrata plc1312The Directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations.UK Company law requires the directors to

114、 prepare Group and Company financial statements for each financial year.Under that law the Directors have elected(as required by the rules of the AIM market of the London Stock Exchange)to prepare Group financial statements in accordance with International Financial Reporting Standards(“IFRS”)as ado

115、pted by the European Union(“EU”)and have elected to prepare the Company financial statements in accordance with IFRS as adopted by the EU and as applied in accordance with the provisions of the Companies Act 2006.The Group financial statements are required by law and IFRS adopted by the EU to presen

116、t fairly the financial position and performance of the Group;the Companies Act 2006 provides in relation to such financial statements that references in the relevant part of that Act to financial statements giving a true and fair view are references to their achieving a fair presentation.Under compa

117、ny law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the Group and of the profit or loss of the group for that period.In preparing each of the Group and Company financial statements,

118、the Directors are required to:selectsuitableaccountingpolicies and then apply them consistently;makejudgementsandestimatesthat are reasonable and prudent;statewhethertheyhavebeen prepared in accordance with IFRSs as adopted by the EU;preparethefinancialstatementson the going concern basis unless it

119、is inappropriate to presume that the group and the Company will continue in business.The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Companys transactions and disclose with reasonable accuracy at any time the financial position of the

120、 Company and to enable them to ensure that the financial statements comply with the Companies Act 2006.They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.The Directors are respo

121、nsible for the maintenance and integrity of the corporate and financial information included on the InfraStrata plc website.Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.Disclosure of informati

122、on to the auditorsIn the case of each person who was a Director at the time this report was approved:-so far as the Director was aware there was no relevant available audit information of which the Companys auditor was unaware;and that Director had taken all steps that the Director ought to have tak

123、en as a director to make himself aware of any relevant information and to establish that the Companys auditor was aware of that information.This information is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.AuditorsA resolution to re-appoint the a

124、uditors,Nexia Smith&Williamson,will be proposed at the forthcoming Annual General Meeting.By order of the BoardA Hindle Director13 December 2010Directors responsibilitiesREPORT OF THE DIRECTORSREPORT OF THE DIRECTORSCorporate GovernanceThe Directors recognise the value of the UK Corporate Governance

125、 Code and whilst under the AIM rules compliance is not required the Directors believe that the Company applies the recommendations in so far as is appropriate for a public company of its size.The Company therefore does not fully comply with the Code.The BoardThe Board comprised of three Executive Di

126、rectors and four Non-executive Directors whose background and experience are relevant to the Companys activities.As such,the Directors are of the opinion that the Board comprises a suitable balance and that the recommendations of the Combined Code have been implemented to an appropriate level.The Bo

127、ard,through the Directors,maintain regular contact with its advisors and public relations consultants in order to ensure that the Board develops an understanding of the views of major shareholders about the Company.The Board held 8 full Board meetings during the financial year.All were attended by a

128、ll Directors.In addition there were 4 meetings to approve administrative resolutions which were only partly attended although all Directors had approved the business.Audit CommitteeThe Audit Committee met three times in the year to 31 July 2010.Its members were Jonathan Davie(Chairman),Ken Ratcliff

129、and Mark Abbott.Members of the committee at the time of meetings attended all meetings either in person or by telephone.In addition,the Chairman met senior representatives of the external auditors during October 2009,April 2010 and July 2010.The external auditor has unrestricted access to the Chairm

130、an of the Committee.The Audit Committee reviews the scope and results of the external audit and monitors the integrity of the financial statements of the Group.The Committee keeps under review the necessity for establishing an internal audit function but considers that,given the size of the Group an

131、d the close involvement of senior management in day-to-day operations,there is currently no requirement for such a function.Notwithstanding the absence of an internal audit function,the Committee keeps under review the effectiveness of the Groups internal controls and risk management systems.Remuner

132、ation Committee The Remuneration Committee plans to meet at least twice in each year.The continued adverse economic climate meant that it only felt the need to meet once in the year to 31 July 2010.The members discussed at various times during the year whether to hold a formal meeting and decided th

133、at the circumstances did not warrant doing so.Its members are Maurice Hazzard(Chairman)and Mark Abbott and both members were in attendance at the meeting.The Groups policy is to remunerate senior executives fairly in such a manner as to facilitate the recruitment,retention and motivation of staff.Th

134、e Remuneration Committee agrees with the Board a framework for the remuneration of the Chairman,the Executive Directors and the senior management of the Group.The principal objective of the Committee is to ensure that members of the executive management of the Group are provided with appropriate inc

135、entives to encourage enhanced performance and are,in a fair and responsible manner,rewarded for their individual contributions to the success of the Group.The view of the Committee is that the salaries remain competitive,but are not over generous,and therefore did not recommend an adjustment during

136、the current financial year.Non-executive fees are considered and agreed by the Board as a whole and there has been no specific review in this regard during the period.Nomination CommitteeThe Company has not established a Nomination Committee as the Directors are of the opinion that such a committee

137、is inappropriate given the current size of the Company.Going ConcernAs explained in note 2 to the financial statements,the Directors consider that there exists a material uncertainty which casts significant doubt upon the ability of the Group to continue as a going concern and therefore to realise i

138、ts assets and discharge its liabilities in the normal course of business.There can be no certainty that the disposal of an interest in Islandmagee Storage Limited will proceed within the timeframe currently expected.Nevertheless after making inquiries and considering all the relevant factors in rela

139、tion to the proposed disposals,the Directors are of the opinion that they will be able to complete any necessary funding and have therefore prepared cash flow forecasts for the Group on this basis.These projections indicate that the Group will have adequate cash resources to meet its obligations as

140、they fall due for a period of not less than one year from the date of approval of these financial statements.For this reason,they continue to adopt the going concern basis of accounting in preparing the annual financial statements.We have audited the financial statements of InfraStrata plc for the y

141、ear ended 31 July 2010 which comprise the Consolidated Statement of Comprehensive Income,the Consolidated and Parent Company Statements of Financial Position,the Consolidated and Parent Company Statements of Cash Flow,the Consolidated and Parent Company Statements of Changes in Equity,and the relate

142、d notes 1 to 33.The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards(IFRSs)as adopted by the European Union and as regards the parent Company financial statements,as applied in accordance with the provisions of

143、 the Companies Act 2006.This report is made solely to the companys 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 Companys members those matters we are required to state to them in an auditors repor

144、t 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 Companys members as a body,for our audit work,for this report,or for the opinions we have formed.Respective responsibilities of Directors and auditorsA

145、s explained more fully in the Directors Responsibilities Statement on page 13,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 applicabl

146、e law and International Standards on Auditing(UK and Ireland).Those standards require us to comply with the Auditing Practices Boards(APBs)Ethical Standards for Auditors.Scope of the audit of the financial statementsA description of the scope of an audit of financial statements is provided on the AP

147、Bs website at www.frc.org.uk/apb/scope/UKNP.Opinion on financial statementsIn our opinion:thefinancialstatementsgiveatrueand fair view of the state of the Groups and the parent Companys affairs as at 31 July 2010 and of the Groups loss for the year then ended;theGroupfinancialstatementshavebeen prop

148、erly prepared in accordance with IFRSs as adopted by the European Union;andtheparentCompanyfinancialstatements have been properly prepared in accordance with IFRSs as adopted by the European Union and as applied in accordance with the provisions of the Companies Act 2006;andthefinancialstatementshav

149、ebeenprepared in accordance with the requirements of the Companies Act 2006.Emphasis of matter Going concernIn forming our opinion on the financial statements,which is not qualified,we have considered the adequacy of the disclosure made in note 2 to the financial statements concerning the Groups abi

150、lity to continue as a going concern.The Groups ability to continue as a going concern is dependent on gaining additional funding,which is expected to be derived from the part disposal of one of its subsidiaries.These conditions,along with the other matters explained in note 2 to the financial statem

151、ents,indicate the existence of a material uncertainty which may cast significant doubt about the Groups ability to continue as a going concern.The financial statements do not include the adjustments that would result if the Group was unable to continue as a going concern.Opinion on other matter pres

152、cribed by the Companies Act 2006In our opinion the information given in the Report of the Directors 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 exceptionWe have nothing to report in r

153、espect of the following matters where the Companies Act 2006 requires us to report to you if,in our opinion:adequateaccountingrecordshavenot been kept by the parent Company,or returns adequate for our audit have not been received from branches not visited by us;ortheparentCompanyfinancialstatements

154、are not in agreement with the accounting records and returns;or certaindisclosuresofDirectorsremuneration specified by law are not made;or wehavenotreceivedalltheinformation and explanations we require for our audit.Andrew BondSenior Statutory Auditor,for and on behalf ofNexia Smith&WilliamsonStatut

155、ory Auditor Chartered Accountants 1 Bishops WharfWalnut Tree CloseGuildford,GU1 4RA13 December 2010Independent auditors report to the shareholders of InfraStrata plc Notes 2010 2009 Continuing operations Revenue -Cost of sales -Gross profit/(loss)-Administrative expenses (397,358)(386,396)Operating

156、loss (397,358)(386,396)Finance income 9 23,645 173,439Loss before taxation (373,713)(212,957)Taxation 10-Loss for the year from continuing operations (373,713)(212,957)Loss for the year from discontinued operations 11(874,748)(1,068,045)Loss for the year attributable to the equityholders of the pare

157、nt (1,248,461)(1,281,002)Other comprehensive income -Total comprehensive loss for the year attributable to the equity holders of the parent (1,248,461)(1,281,002)Basic and diluted loss per share 12 Continuing operations 0.51p 0.30pDiscontinued operations 1.20p 1.52pContinuing and discontinued operat

158、ions 1.71p 1.82pConsolidated statement of comprehensive income for the year ended 31 July 2010FINANCIAL STATEMENTS1514InfraStrata plcInfraStrata plc Notes 2010 2009 Non-current assets Investments 16 15,257,966 15,249,111Current assets Receivables 17 10,873,566 9,413,119Available for sale financial a

159、ssets 18 12,500-Cash and cash equivalents 19 1,072,060 94,418Total current assets 11,958,126 9,507,537Current liabilitiesTrade and other payables 21(260,311)(107,860)Net current assets 11,697,815 9,399,677Net assets 26,955,781 24,648,788Shareholders fundsShare capital 24 7,380,420 7,038,473Share pre

160、mium 11,381,095 8,576,705Merger reserve 25 8,466,827 8,466,827Shares to be issued -746,337Share based payment reserve 26 302,435 177,189Retained earnings (574,996)(356,743)26,955,781 24,648,788Company registration number:06409712Approved and authorised for issue by the Board on 13 December 2010.A Hi

161、ndle,Director C Gouws,Director1716FINANCIAL STATEMENTSFINANCIAL STATEMENTSas held for sale 20(4,061,668)-Total current liabilities (4,340,274)(925,202)Net current assets and net assets held for sale 23,554,974 2,303,156Total assets less current liabilities 23,562,254 24,471,210Non-current liabilitie

162、sObligations under contractual and operating lease agreements due after one year 22-(2,185,741)Net assets 23,562,254 22,285,469Shareholders fundsShare capital 24 7,380,420 7,038,473Share premium 11,381,095 8,576,705Merger reserve 25 8,988,112 8,988,112Shares to be issued -746,337Share based payment

163、reserve 26 302,435 177,189Retained earnings (4,489,808)(3,241,347)23,562,254 22,285,469Company statement of financial position as at 31 July 2010Company registration number:06409712Approved and authorised for issue by the Board on 13 December 2010.A Hindle,Director C Gouws,Director Notes 2010 2009 N

164、on-current assets Plant and equipment 14 7,280 20,346,503Intangible assets 15-1,821,551Total non-current assets 7,280 22,168,054 Current assetsReceivables 17 110,732 149,356Available for sale financial assets 18 12,500 12,500Cash and cash equivalents 19 1,260,982 3,066,502 1,384,214 3,228,358Assets

165、classified as held for sale 20 26,511,034-Total current assets 27,895,248 3,228,358Current liabilitiesTrade and other payables 21(278,606)(925,202)Liabilities directly associated with assets classified Consolidated statement of financial position as at 31 July 2010InfraStrata plcInfraStrata plcCompa

166、ny statement of cash flows for the year ended 31 July 2010Significant non-cash transactionsThe 2009 cash flow statement excludes an increase in the loan to a subsidiary company of 746,337 and the associated future issue of 919,474 new 10p ordinary shares;the 2010 cash flow statement excludes the sub

167、sequent issue of shares.Notes 2010 2009 Net cash from operating activities 27(1,428,795)15,376Investing activities Interest received 15,292 490Subscription in share capital of subsidiary company (8,855)(2,100)Net cash inflow/(used in)investing activities 6,437(1,610)Financing activities Proceeds on

168、issue of ordinary shares 2,400,000-Net cash generated from financing activities 2,400,000-Net increase in cash and cash equivalents 977,642 13,766Cash and cash equivalents at beginning of year 94,418 80,652Cash and cash equivalents at end of year 1,072,060 94,418Cash and cash equivalents consist of:

169、Cash at bank 19 1,072,060 94,4181918FINANCIAL STATEMENTSFINANCIAL STATEMENTS Notes 2010 2009 Net cash(used in)operating activities 27(1,409,715)(1,175,444)Investing activities Interest received 23,645 173,439Purchases of intangible assets (569,274)(530,729)Purchase of plant and equipment (2,250,176)

170、(4,678,611)Proceeds on disposal of plant and equipment -883Net cash(used in)investing activities (2,795,805)(5,035,018)Financing activities Proceeds on issue of ordinary shares 2,400,000-Net cash generated from financing activities 2,400,000-Net(decrease)in cash and cash equivalents (1,895,520)(6,21

171、0,462)Cash and cash equivalents at beginning of year 3,066,502 9,276,964Cash and cash equivalents at end of year 1,260,982 3,066,502Cash and cash equivalents consist of:Cash at bank 19 1,260,982 3,066,502Consolidated statement of cash flows for the year ended 31 July 2010Significant non-cash transac

172、tionThe 2009 cash flow statement excludes the settlement of a liability of 746,337,where the supplier agreed to accept 919,474 new 10p ordinary shares in settlement;the 2010 cash flow statement excludes the subsequent issue of shares.Cash flows arising from discontinued activitiesCash flows arising

173、from discontinued operations are analysed in note 27.Share based Share Share Merger Shares to payment Retained Total capital premium reserve be issued reserve earnings equity Balance at 31 July 2008 7,038,473 8,576,705 8,988,112-38,498(1,960,345)22,681,443Loss for the year-(1,281,002)(1,281,002)Tota

174、l comprehensive loss for the year-(1,281,002)(1,281,002)Commitment to issue shares-746,337-746,337Share based payments-138,691-138,691 Balance at 31 July 2009 7,038,473 8,576,705 8,988,112 746,337 177,189(3,241,347)22,285,469Loss for the year-(1,248,461)(1,248,461)Total comprehensive loss for the ye

175、ar-(1,248,461)(1,248,461)Shares issued 341,947 2,804,390-(746,337)-2,400,000Share based payments-125,246-125,246Balance at 31 July 2010 7,380,420 11,381,095 8,988,112-302,435(4,489,808)23,562,254 Share based Share Share Merger Shares to payment Retained Total capital premium reserve be issued reserv

176、e earnings equity Balance at 31 July 2008 7,038,473 8,576,705 8,466,827-38,498(167,706)23,952,797 Loss for the year-(189,037)(189,037)Total comprehensive loss for the year (189,037)(189,037)Commitment to issue shares-746,337-746,337Share based payments-138,691-138,691 Balance at 31 July 2009 7,038,4

177、73 8,576,705 8,466,827 746,337 177,189(356,743)24,648,788Loss for the year-(218,253)(218,253)Total comprehensive loss for the year-(218,253)(218,253)Shares issued 341,947 2,804,390-(746,337)-2,400,000Share based payments-125,246-125,246Balance at 31 July 2010 7,380,420 11,381,095 8,466,827-302,435(5

178、74,996)26,955,781Consolidated statement of changes in equity for the year ended 31 July 2010Company statement of changes in equity for the year ended 31 July 2010InfraStrata plcInfraStrata plc1.General informationInfraStrata plc is a company incorporated in England&Wales under the Companies Acts 198

179、5 2006 and is domiciled in the United Kingdom and is listed on the AIM market of the London Stock Exchange.2.Accounting policiesThe financial statements are based onthe following accounting policieswhich have been consistently applied,except that IFRS 8 Operating segmentshas been adopted in place of

180、 IAS 14Segmental Reporting and the revisionsto IAS 1 Presentation of FinancialStatements have been adopted.The adoption of these standards hasno impact on the reported result orreported net assets of the Group,thecomparative disclosures relating tosegmental information have beenrestated.Basis of pre

181、parationInfraStrata plc adopted International Financial Reporting Standards(IFRS)and IFRIC Interpretations,as adopted by the European Union and,except as noted below,effective in July 2010,as the basis for preparation of its financial statements.The financial information has been prepared under the

182、historical cost convention as modified by the revaluation of certain financial assets.Going concernThe Directors have prepared the financial statements on the going concern basis which assumes that the Group will continue in operational existence without significant curtailment in its activities for

183、 the foreseeable future.The Group requires additional funding in order to progress the development of the Islandmagee gas storage project in which it holds a 65%interest and to pay future general and administrative costs.The immediate future development costs of the Portland gas storage project will

184、 be funded by partners.The Directors believe that the disposal of an interest in Islandmagee Storage Limited is the best way of maximising shareholder value by allowing an entity other than InfraStrata plc to develop this project.It is expected that such a disposal will provide working capital for t

185、he Group and will transfer responsibility for funding the immediate future development of the Islandmagee gas storage project to the new partner.It is further proposed to sell the Groups entire interests in Portland Gas ESP S.L.and Sager Meer Energy GmbH.The Directors consider that there exists a ma

186、terial uncertainty which casts significant doubt upon the ability of the Group to continue as a going concern and therefore to realise its assets and discharge its liabilities in the normal course of business.There can be no certainty that the disposal of an interest in Islandmagee Storage Limited w

187、ill proceed within the timeframe currently expected.Nevertheless after making inquiries and considering all the relevant factors in relation to the proposed disposals,the Directors are of the opinion that they will be able to complete any necessary funding and have therefore prepared cash flow forec

188、asts for the Group on this basis.These projections indicate that the Group will have adequate cash resources to meet its obligations as they fall due for a period of not less than one year from the date of approval of these financial statements.For this reason,they continue to adopt the going concer

189、n basis of accounting in preparing the annual financial statements.If for any reason the uncertainty described above cannot be successfully resolved,the going concern basis may no longer be appropriate.The financial statements do not include any adjustments that would result if the Group and Company

190、 were unable to continue as a going concern.Standards and interpretations in issue not yet adopted At the date of authorisation of these financial statements,the following Standards and Interpretations which have not yet been applied in these financial statements were in issue but not yet effective(

191、and in some cases,had not yet been adopted by the EU)and that may have a material impact going forward:IFRS 9 Financial Instruments IAS 24(revised 2009)Related Party Disclosures IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments The Directors anticipate that all of the above standa

192、rds and interpretations will be adopted in the Groups financial statements in future periods.Basis of consolidationThe financial information incorporates the financial information of the Company and entities controlled by the Company.Control is achieved where the Company has power to govern the fina

193、ncial and operating policies of an investee entity so as to obtain benefits from its activities.Business combinations and goodwillOn acquisition,the assets and liabilities and contingent liabilities of subsidiaries are measured at their fair values at the date of acquisition.Any excess of cost of ac

194、quisition over the fair values of the identifiable net assets acquired is recognised as goodwill.Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired(i.e.discount on acquisition)is credited to the income statement in the period of acquisition.Goodwi

195、ll arising on consolidation is recognised as an asset and reviewed for impairment at least annually.Any impairment is recognised immediately in the income statement and is not subsequently reversed.Disposal groups held-for-saleDisposal groups are classified as assets held for sale when their carryin

196、g amount is to be recovered principally through a sale transaction and a sale is considered highly probable.They are stated at the lower of carrying amount and fair value less costs to sell if their carrying amount is to be recovered principally through a sale transaction rather than through continu

197、ing use.Segment reportingOperating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker as required by IFRS 8“Operating Segments”.The chief operating decision-maker,who is responsible for allocating resources and assessing performanc

198、e of the operating segments,has been identified as the Board of Directors.The accounting policies of the reportable segments are consistent with the accounting policies of the Group as a whole.Segment profit represents the profit earned by each segment without allocation of gains or losses on the di

199、sposal of available-for-sale investments,investment income,interest payable and tax.This is the measure of profit that is reported to the Board of Directors for the purpose of resource allocation and the assessment of segment performance.When assessing segment performance and considering the allocat

200、ion of resources,the Board of Directors review information about segment assets and liabilities.Plant and equipmentPlant and equipment is stated at cost less accumulated depreciation and any recognised impairment loss.The initial cost of an asset comprises its purchase price or construction cost and

201、 any costs directly attributable to bringing the asset into operation.Depreciation is charged so as to write off the cost of assets,over their estimated useful lives,using the straight-line method,once the asset has been brought into use,on the following basis:Office equipment 20 33%Capitalised tang

202、ible gas storage inclusive of related and pipeline costs are not depreciated as the facility is under construction and not in use.The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.Gas

203、 storage research and development costsResearch expenditure,incurred when undertaking exploration activities for gas storage opportunities,is written off in the year in which it is incurred.Capitalisation and impairment of intangible gas storage assetsCosts of development of gas storage facilities a

204、re capitalised as intangible assets once it is probable that future economic benefits that are attributable to the assets will flow to the Group and until consent to construct has been awarded,at which time the capitalised costs are transferred to plant and equipment.The nature of these costs includ

205、es all direct costs incurred in project development.No amortisation or depreciation is provided until the storage facility is brought into commercial use.An impairment test is performed annually and whenever events or circumstances arising during the development phase indicate that the carrying valu

206、e of a development asset may exceed its recoverable amount.The aggregate carrying value is compared against the expected recoverable amount of the cash generating unit,generally by reference to the present value of the future net cash flows expected to be derived from storage revenue.The present val

207、ue of future cash flows is calculated on the basis of future storage prices and cost levels as forecast at the balance sheet date.The cash generating unit applied for impairment test purposes is generally an individual gas storage facility.Where the carrying value of the facility is greater than the

208、 present value of its future cash flows a provision is made.Any such provisions are charged to cost of sales.Intangible assets oil&gas expenditure and evaluation expenditureThe Group accounts for oil&gas expenditure under the full cost accounting method.Costs(other than payments to acquire rights to

209、 explore)incurred prior to acquiring the rights to explore are charged directly to the income statement.All costs incurred after the rights to explore an area have been obtained,such as geological,geophysical data costs and other direct costs of exploration and appraisal are accumulated and capitali

210、sed as intangible exploration and evaluation assets(“E&E”).E&E costs are not amortised prior to the conclusion of appraisal activities.If technical feasibility is demonstrated and commercial reserves are discovered,then following development sanction,the carrying value of the relevant E&E asset will

211、 be reclassified as a development and production asset,but only after the carrying value of the E&E asset has been assessed for impairment,and where appropriate,its carrying value adjusted.If after completion of appraisal activities in an area,it is not possible to determine technical feasibility or

212、 commercial viability,then the costs of such unsuccessful exploration and evaluation are written off to the income statement as a component of costs of sales in the period the relevant events occur.The costs associated with any wells which are abandoned are fully amortised when the abandonment decis

213、ion is taken.When oil or gas is sold from E&E assets,the carrying value of the E&E asset is reduced by the gross profit generated from the sale.Borrowing costsBorrowing costs directly attributable to the construction of an asset that necessarily takes a substantial period of time to get ready for it

214、s intended use or sale are capitalised as part of the cost of the respective assets.All other borrowing costs are expensed in the period they occur.Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.Notes to the financial statements fo

215、r the year ended 31 July 20102120NOTES TO THE FINANCIAL STATEMENTSInfraStrata plcInfraStrata plcInvestmentsInvestments in subsidiaries are stated at cost less provision for impairments.TaxationTax expense represents the sum of the tax currently payable and any deferred tax.The taxable result differs

216、 from the net result as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible.The Companys liability for current tax is calculated using tax rates that have been

217、 enacted or substantially enacted by the balance sheet date.Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit,and is

218、 accounted for using the balance sheet liability method.Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differenc

219、es can be utilised.Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition(other than in a business combination)of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.D

220、eferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries,except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.The carrying

221、amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.Deferred tax is calculated at the tax rates that are expected to apply in t

222、he period when the liability is settled or the asset realised.Deferred tax is charged or credited to the income statement,except when it relates to items charged or credited directly to other comprehensive income,in which case the deferred tax is also dealt with in other comprehensive income.Deferre

223、d tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current assets and liabilities on a net basis

224、.Foreign currencyTransactions in foreign currency are recorded at the rates of exchange prevailing on the dates of the transactions.At each balance sheet date,monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the balance sheet date

225、 and gains or losses are taken to operating profit.LeasesLeases are classified as finance leases or hire purchase lease contracts whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.All other leases are classified as operating leases.Rental cos

226、ts under operating leases are charged on a straight-line basis over the lease term.Share based payment transactionsEmployees(including senior executives)of the Group receive remuneration in the form of share based payment transactions,whereby employees render services as consideration for equity ins

227、truments(equity settled transactions).The equity settled transactions are measured at the fair value of the equity instrument as at the grant date and the expense is recognised,together with a corresponding increase in equity,over the period in which the performance and or service conditions are ful

228、filled,ending on the date on which the relevant employees become fully entitled to the award(the vesting date).The cumulative expense recognised for equity settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Groups be

229、st estimate of the number of equity instruments that will ultimately vest.The income statement charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.No expense is recognised for awards that do not ultimately vest,except for

230、awards where vesting is conditional upon a market condition,which are treated as vesting irrespective of whether or not the market condition is satisfied,provided that all other performance conditions are satisfied.Where the terms of an equity settled award are modified,as a minimum an expense is re

231、cognised as if the terms had not been modified.In addition,an expense is recognised for any modification,which increases the total fair value of the share based payment arrangement,or is otherwise beneficial to the employee as measured at the date of modification.Where equity settled award is cancel

232、led,it is treated as if it had vested on the date of cancellation,and any expense not yet recognised for the award is recognised immediately.However,if a new award is substituted for the cancellation award,and designated as a replacement award on the date that is granted,the cancelled and new awards

233、 are treated as if they were a modification of the original award,as described in the previous paragraph.Retirement benefit costsThe Company has a defined contribution plan which requires contributions to be made into an independently administered fund.The amount charged to the income statement in r

234、espect of pension costs reflects the contributions payable in the year.Differences between contributions payable during the year and contributions actually paid are shown as either accrued liabilities or prepaid assets in the balance sheet.Financial instrumentsFinancial assets and financial liabilit

235、ies are recognised on the balance sheet when the Group becomes a party to the contractual provisions of the instrument.Trade and other receivables are measured at initial recognition at fair value and are subsequently measured at amortised cost using the effective interest method.A provision is esta

236、blished when there is objective evidence that the Group will not be able to collect all amounts due.The amount of any provision is recognised in the income statement.Cash and cash equivalents comprise cash held by the Group and short-term bank deposits with an original maturity of three months or le

237、ss.Trade and other payables are initially measured at fair value,and are subsequently measured at amortised cost,using the effective interest rate method.Financial liabilities and equity instruments issued by the Group are classified in accordance with the substance of the contractual arrangements e

238、ntered into and the definitions of a financial liability and an equity instrument.An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.Equity instruments issued by the Company are recorded at the proceeds received,n

239、et of direct issue costs.Equity issued for non monetary consideration is recorded at the fair value of the equity instruments issued,except when a parent reorganises the structure of its group by establishing a new entity and(a)the new parent obtains control of the original parent by issuing equity

240、instruments in exchange for existing equity instruments of the original parent;(b)the assets and liabilities of the new group and the original group are the same immediately before and after the reorganisation;and(c)the owners of the original parent before the reorganisation have the same absolute a

241、nd relative interests in the net assets of the original group and the new group immediately before and after the reorganisation.In this latter case equity instruments issued by the new parent are recognised at the carrying amount of its share of the equity items shown in the separate financial state

242、ments of the original parent at the date of the reorganisation.Interest bearing bank loans,overdrafts and other loans are recorded at the proceeds received,net of direct issue costs.Finance costs are accounted for on an accruals basis in the income statement using the effective interest method.Avail

243、able for sale financial assets are those non-derivative financial assets that are designated as available for sale or are not classified as financial assets at fair value through profit and loss,held to maturity investments or loans and receivables.After initial recognition available for sale financ

244、ial assets are measured at fair value with gains or losses being recognised as a separate component of equity until the investment is derecognised or until the investment is determined to be impaired at which time the cumulative gain or loss previously reported in equity is included in the income st

245、atement.The fair value of investments that are actively traded in organised financial markets is determined by reference to quoted market bid prices at the close of business on the balance sheet date.For investments where there is no active market,fair value is determined using appropriate valuation

246、 techniques.Finance incomeFinance income is recognised on an accrual basis.2322NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS2010 Discontinued(see note 11 and 20)Dorset Northern Continental Continuing Total Ireland Europe unallocated Loss on ordinary activities by segmentGas stor

247、age development 735,259 100,671 38,818 373,713 1,248,461Assets by segmentsGas storage development 24,066,195 2,419,261 25,578 1,391,494 27,902,528Liabilities by segmentGas storage development 4,000,554 58,900 2,214 278,606 4,340,274Net assets by segmentGas storage development 20,065,641 2,360,361 23

248、,364 1,112,888 23,562,254Capital expenditure on segmental assetsGas storage development 3,346,830 592,791-3,939,621Depreciation-21,070 21,0703.Segment informationThe Directors have determined the Groups operating segments by reference to the risk profile of the Groups activities,which are affected p

249、redominately by location of the Groups assets.The Groups head office is located in the United Kingdom with operations located in Dorset,Northern Ireland and Europe.The business of each segment is the development and construction of gas storage and associated facilities.InfraStrata plcInfraStrata plc

250、 Total Salary&fees Bonus Benefits Pension 2010 Executive DirectorsAndrew Hindle 250,000-2,042-252,042 Craig Gouws 122,219-1,462 6,000 129,681 Walter Roberts 120,000-2,788 6,000 128,788 Non-executive DirectorsKen Ratcliff 37,500-1,875 39,375 Mark Abbott 15,000-15,000 Jonathan Davie 15,000-15,000 Maur

251、ice Hazzard 15,000-750 15,750 574,719-6,292 14,625 595,636 Share based payment attributable to Directors 86,001 Employers national insurance contributions 65,941 747,578 6.Directors and key management emoluments and compensationGroup and company 20102524NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE

252、FINANCIAL STATEMENTS5.Employee information 2010 2009 Number NumberExecutive Directors and staff 7 8 Staff costs for the above persons were:Wages and salaries 854,196 895,766Social security costs 89,449 102,163Defined contribution pension plan expenditure 27,808 29,950Share based payments 125,246 138

253、,691 1,096,699 1,166,5704.Other expenditure 2010 2009 Fees payable to the Groups auditor and its associates:-for the audit of the Companys financial statements 12,750 11,250-for the audit of the Companys subsidiaries 17,750 17,750-other services relating to taxation 12,450 11,950-all other services

254、3,556 3,726Depreciation 21,070 21,880Net foreign exchange loss 5,278 10,482Operating lease rentals land and buildings 1,521,146 1,529,152Research costs 103,716 120,2682009 Discontinued(see note 11)Dorset Northern Continental Continuing Total Ireland Europe unallocated Loss on ordinary activities by

255、segmentGas storage development 850,607 113,943 103,495 212,957 1,281,002Assets by segmentsGas storage development 20,396,867 1,872,100 1,982 3,125,463 25,396,412Liabilities by segmentGas storage development 2,871,101 129,654 3,718 106,470 3,110,943Net assets by segmentGas storage development 17,525,

256、766 1,742,446(1,736)3,018,993 22,285,469Capital expenditure on segmental assetsGas storage development 5,171,931 557,892-5,729,823Depreciation-21,880 21,880 Total Salary&fees Bonus Benefits Pension 2010 Executive DirectorsAndrew Hindle 250,000-1,757-251,757 Craig Gouws 122,048-1,260 6,000 129,308 Wa

257、lter Roberts 120,000-2,392 6,000 128,392 Non-executive DirectorsKen Ratcliff 37,500-1,875 39,375 Mark Abbott 15,000-15,000 Jonathan Davie 8,750-8,750 Maurice Hazzard 15,000-750 15,750 568,298-5,409 14,625 588,332 Share based payment attributable to Directors 107,085 Employers national insurance cont

258、ributions 65,106 760,523 Group and company 2009The total of short-term employee benefits for Directors was 646,952(2009:638,813).The Directors are considered to be the Groups key management.CompanyDirectors emoluments comprised 574,719(2009:568,298)in respect of salary and bonuses,6,292(2009:5,409)i

259、n respect of benefits.In addition there was a Directors pension benefit expense of 14,625(2009:14,625)and employers national insurance contributions of 65,941(2009:65,106).The charge in respect of share based payments was 86,001(2009:107,085).Aggregate emoluments above include amounts for the value

260、of options to acquire ordinary shares in the Company granted or held by Directors.Details of Enterprise Management Incentive and other options granted on the 25 January 2008 are as follows:3.Segment information cont.InfraStrata plcInfraStrata plc10.Income taxThe major components of income tax expens

261、e for the years ended 31 July 2010 and 2009 are:2010 2009 a)Consolidated income statement Current income tax charge-Adjustments in respect of current income tax of previous years-b)A reconciliation between tax expense and the product of accounting loss for the years ended 31 July 2010 and 2009 is as

262、 follows:Accounting loss before tax from continuing operations(373,713)(212,957)Loss on continuing activities multiplied by the standard rate of tax(28%;2009 28%)(104,640)(59,628)Expenses not permitted for tax purposes and pre-trading expenditure 13,843(4,111)Other timing differences 5,900 6,023Grou

263、p relief 13 152Tax losses carried forward(84,884)(57,564)A discontinued operations reconciliation between tax expense and the product of accounting loss for the years ended 31 July 2010 and 2009 is as follows:2010 2009 Accounting loss before tax from discontinued operations(874,748)(1,068,045)Loss o

264、n discontinued activities multiplied by the standard rate of tax(28%;2009 28%)(244,929)(299,053)Expenses not permitted for tax purposes and pre-trading expenditure 244,942 299,205Group relief 13 152Income tax expense reported in note 11-2726NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCIAL STA

265、TEMENTS8.Retirement benefits The Group operates a defined contribution retirement plan for all qualifying employees who wish to participate.The assets of the scheme are held separately from those of the Group in funds under the control of trustees.The total cost charged to expenses of 27,808(2009:29

266、,950)represents contributions payable to the scheme by the Group at rates specified in the rules of the scheme for the year.As at 31 July 2010,employer and employee contributions of 4,557(2009:3,757)due in respect of the current period had not been paid over to the scheme,the payment was made on the

267、 10 August 2010(2009:10 August 2009).9.Finance income 2010 2009 Interest on bank deposits 23,645 173,439Directors and key management emoluments and compensation cont.Number Exercise price Exercisable from Exercisable to Executive Directors Andrew Hindle 43,859 2.28 1 January 2011 31 December 2017Cra

268、ig Gouws 43,859 2.28 1 January 2011 31 December 2017Walter Roberts 43,859 2.28 1 January 2011 31 December 2017Non-executive Directors Ken Ratcliff 21,929 2.28 1 January 2011 31 December 2017Mark Abbott 21,929 2.28 1 January 2011 31 December 2017Maurice Hazzard 21,929 2.28 1 January 2011 31 December

269、2017No options were granted to Directors in 2010 or 2009.Key man insurance premiums of 777(2009:777)were paid for Executive Directors and directors indemnity insurance premiums of 18,133(2009:18,786)were paid in respect of all Directors.Executive and Non-executive Directors participate in the Group

270、Stakeholder Pension Plan under which Group Life Cover is offered.7.Share based payment plans A share based payment plan was created in the year ended 31 July 2008.All Directors and employees are entitled to a grant of options subject to the Board of Directors approval.The options do not have a cash

271、settlement alternative.The options granted are Enterprise Management Incentive share options for qualifying employees.There were 45,200 options issued during 2010(2009:nil).The following table illustrates the number and weighted average exercise prices(WAEP)of,and movements in,share options during y

272、ear.The weighted average remaining vesting period for the share options outstanding at 31 July 2010 is 0.92 years(2009:1.8 years).The range of exercise prices for options outstanding at the end of the year was 0.885-3.90.The fair value of equity settled options granted is estimated as at the date of

273、 the grant using a Black-Scholes model,taking into account the terms and conditions upon which the options were granted.The following table lists the inputs to the model used to value the options issued in 2010 and 2008:The expected volatility reflects the assumption that the historical volatility o

274、f a sample of oil and gas companies is indicative of future trends for InfraStrata plc,which may not necessarily be the actual outcome.The expected life of the options is based on Directors best estimate and may not necessarily be indicative of the patterns that may occur.2010 2010 2009 2009 Number

275、WAEP Number WAEP Outstanding at the beginning of the year 255,898 2.44 318,831 2.43Granted during the year 45,200 0.89-Forfeited during the year-62,933 2.39Outstanding at the end of the year 301,098 2.06 255,898 2.44Exercisable at the end of the year-2010 2008Expected volatility(%)35%35%Risk free in

276、terest rate 0.5%5%Weighted average contractual life of option(years)10 9.5Expected dividend yield nil nilWeighted average share price()0.885 2.43c)Factors that may affect the future tax charge The Group has trading losses of 588,568(2009:327,017)which may reduce future tax charges.Future tax charges

277、 may also be reduced by capital allowances on cumulative capital expenditure.d)Deferred taxationThe Group has an unrecognised deferred taxation asset arising from trading losses carried forward of 158,914(2009:91,565)at year end.The deferred tax asset is not recognised due to the uncertainty over it

278、s future recovery.The deferred tax asset is calculated at a rate of 27%;however,the Government has announced that the rate of corporation tax will reduce by 1%per annum to 24%and this is the rate expected to be in force when the tax losses may be able to be utilised.The deferred tax asset calculated

279、 at this tax rate is 141,256.InfraStrata plcInfraStrata plc Gas storage(under construction)Office equipment Total Cost At 1 August 2009 20,318,153 69,648 20,387,801 Additions 3,346,830-3,346,830Transfer to assets classified as held for sale(23,664,983)-(23,664,983)At 31 July 2010-69,648 69,648Deprec

280、iationAt 1 August 2009-41,298 41,298Charge for the year-21,070 21,070At 31 July 2010 -62,368 62,368Net book valueAt 31 July 2010 -7,280 7,280 14.Plant and equipment 2010 Gas storage(under construction)Office equipment Total Cost At 1 August 2008 15,146,222 68,730 15,214,952Additions 5,171,931 1,801

281、5,173,732Disposals-(883)(883)At 31 July 2009 20,318,153 69,648 20,387,801DepreciationAt 1 August 2008-19,785 19,785Charge for the year-21,880 21,880Disposals -(367)(367)At 31 July 2009 -41,298 41,298 Net book valueAt 31 July 2009 20,318,153 28,350 20,346,503Plant and equipment 20092928NOTES TO THE F

282、INANCIAL STATEMENTSNOTES TO THE FINANCIAL STATEMENTS11.Discontinued operations 2010 2009 Revenue-Net operating costs 874,748 1,068,045Loss from operations 874,748 1,068,045Loss before tax 874,748 1,068,045Tax charge(note 10)-Loss after tax 874,748 1,068,045Details of the discontinued operations are

283、given in note 20.The results for the discontinued activities of the Group for the year ended 31 July 2009 have been re-presented,as required by IFRS 5,so that the disclosures relate to all operations that have been discontinued by 31 July 2010 for all periods presented.12.Loss per share 2010 2009Los

284、s The loss for the purposes of basic and diluted loss per share being the net loss attributable to equity shareholders:Continuing operations 373,713 212,957Discontinued operations 874,748 1,068,045Continuing and discontinued operations 1,248,461 1,281,002Number of shares Weighted average number of o

285、rdinary shares for the purposes of basic earnings per share 73,023,939 70,384,727Basic earnings per share Continuing operations 0.51p 0.30pDiscontinued operations 1.20p 1.52pContinuing and discontinued operations 1.71p 1.82p In accordance with IAS 33,diluted earnings per share calculations are not p

286、resented as assumed conversion of outstanding share options(note 7)would be anti-dilutive;as such the diluted earnings per share is equal to the basic loss per share.13.Losses attributable to InfraStrata plc The loss for the period dealt with in the financial statements of InfraStrata plc was 218,25

287、3(2009:189,037).As provided by s408 of the Companies Act 2006,no income statement is presented in respect of InfraStrata plc.Development costs Gas storageCost At 1 August 2009 1,821,551 Additions 592,791Transfer to assets classified as held for sale (2,414,342)At 31 July 2010 -AmortisationAt 1 Augus

288、t 2009 -Charge for the year -At 31 July 2010 -Net book valueAt 31 July 2010 -15.Intangible assets 2010Intangible assets 2009Cost At 1 August 2008 1,263,659 Additions 557,892At 31 July 2009 1,821,551AmortisationAt 1 August 2008 -Charge for the year -At 31 July 2009 -Net book valueAt 31 July 2009 1,82

289、1,551InfraStrata plcInfraStrata plc18.Available for sale financial assetsThe investment in securities above represents an investment in Egdon Resources plc redeemable preference shares.The assets are held at cost as an approximation of fair value.These are the only financial assets which the Group a

290、nd Company are required to carry at fair value.Group Group Company Company 2010 2009 2010 2009 Cash at bank 1,260,982 3,066,502 1,072,060 94,41819.Cash and cash equivalentsThe Directors consider that the carrying amount of these assets approximates their fair value.The credit risk on liquid funds is

291、 limited because the counter-parties are banks with high credit ratings.30NOTES TO THE FINANCIAL STATEMENTS31NOTES TO THE FINANCIAL STATEMENTS16.Investments Company 2010 Company 2009 Balance at the beginning of the year 15,249,111 15,247,011Additions 8,855 2,100Balance at the end of the year 15,257,

292、966 15,249,111 Principal undertaking Country of incorporationInfraStrata UK Limited Holding and corporate EnglandPortland Gas ESP S.L.Spanish sub surface gas Spain storage developer InfraStrata Trading Limited Dormant EnglandSager Meer Energy GmbH(80%owned)German sub surface gas storage developer Ge

293、rmanyInfraStrata UK Limited owns the following subsidiaries:Portland Gas Holdings Limited Holding EnglandIslandmagee Storage Limited(65%owned)Sub surface gas storage developer Northern IrelandInfraStrata Limited Holding EnglandPortland Gas Holdings Limited owns the following subsidiaries:Portland Ga

294、s Storage Limited Sub surface gas storage developer EnglandPortland Gas Transportation Limited Gas storage pipeline developer EnglandSubsidiariesThe Companys subsidiary undertakings at 31 July 2010,all of which are wholly owned unless indicated otherwise,are as follows:Group Group Company Company 20

295、10 2009 2010 2009 Amounts due from Group undertakings-10,809,819 9,352,960Other receivables 71,985 75,791 25,000 34,118Prepayments 38,747 73,565 38,747 26,041 110,732 149,356 10,873,566 9,413,119An element of the Company and Groups credit risk is attributable to its receivables.Based on prior experi

296、ence and an assessment of the current economic environment,the Directors did not consider any provision for irrecoverable amounts was required and consider that the carrying amounts of these assets approximates to their fair value.There are no set terms for the repayment of the amounts due from Grou

297、p undertakings and they are expected to be recovered following the development of the project and or following the part disposal of the project companies.17.Receivables Group Group Company Company 2010 2009 2010 2009 At 1 August 12,500 12,500-Transfer from subsidiary -12,500-At 31 July 12,500 12,500

298、 12,500-Assets classified as held for sale Property,plant and equipment 23,664,983Intangible assets gas storage development costs 2,414,342Trade and other receivables 334,553Cash and cash equivalents 97,156 26,511,034Liabilities classified as held for sale Current liabilitiesTrade creditors and accr

299、uals 73,400Other taxation and social security 4,182Accruals 114,857Other contractual agreements 700,000 892,439Non-current liabilitiesObligations under lease agreements 2,168,286Other contractual agreements 1,000,943 4,061,66820.Assets held for sale and discontinued operations A Memorandum of Unders

300、tanding(“MOU”)was signed with US independent energy company eCORP International,LLC(“eCORP”)relating to InfraStratas gas storage projects.The disposal group comprises the assets described in this note.In respect of the Portland Project eCORP Oil&Gas UK Limited undertook to fund the first cavern well

301、 and thereby acquired the right to match the project expenditure invested to date by InfraStrata(22.9m)in return for 50%of the share capital of the project company,Portland Gas Ltd.The transaction was completed after year end.Under the terms of the MOU the Company and Mutual Energy are continuing di

302、scussions with eCORP to acquire 40%of the share capital of Islandmagee Storage Limited.The terms of the MOU have been extended to 30 April 2011,but on a non-exclusive basis.The Company will also dispose of its interest in the share capital of Sager Meer Energy GmbH and Portland Gas ESP S.L.its gas s

303、torage projects in Germany and Spain.Whilst the assets held for sale are classified as current assets,due to the nature of the transaction,the disposal of the Portland Project will not generate a cash inflow for the Group.In January 2010 InfratStrata UK Limited,Moyle Energy Investments Limited and I

304、slandmagee Storage Limited entered into a preliminary shareholders agreement whereby Moyle Energy Investments Limited acquired a 35%interest in Islandmagee Storage Limited.InfraStrata UK Limited continues to assume one hundred percent of the risks and rewards of ownership of Islandmagee Storage Limi

305、ted(including voting rights)and therefore InfraStrata plc includes the total assets and liabilities in its consolidated results.Group 2010 Group 2009 Company 2010 Company 2009 Trade creditors 67,039 174,355 176,080 56,356Other taxation and social security 37,250 34,904 37,250 34,904Accruals 174,317

306、215,943 46,881 16,500Other contractual agreements-500,000 -278,606 925,202 260,311 107,860The Directors consider that the carrying amount of trade and other payables approximates to their fair value.Other contractual agreements relate to amounts due to the Portland Gas Trust under a Section 106 deed

307、 of undertaking which are not expected to be paid until the Portland project is fully funded;for 2010,these amounts are disclosed within liabilities classified as held for sale(note 20).21.Trade and other payablesInfraStrata plcInfraStrata plc3332NOTES TO THE FINANCIAL STATEMENTSNOTES TO THE FINANCI

308、AL STATEMENTS Group 2010 Group 2009 Company 2010 Company 2009 Obligations under lease agreements 2,168,286 990,741-Other contractual agreements 1,000,943 1,195,000-Transfer to liabilities directly associated with non-current assets classified as held for sale(3,169,229)-2,185,741-The obligation unde

309、r a lease agreement is to be settled over a period of 13 years.Under the terms of a separate agreement with the lessor the Group will pay 120,000 per annum of the liability arising under the lease until the Portland project is fully funded.The balance will be settled by way of an interest bearing lo

310、an,which will be repaid when the project is fully funded.Other contractual agreements relate to payments to be made to the Portland Gas Trust under a Section 106 planning agreement and will be settled over a period of 20 years.22.Non-current liabilities Group 2010 Group 2009 Company 2010 Company 200

311、9 Available for sale financial assets 12,500 12,500 12,500-Other receivables 71,985 29,324 57,364 19,156Cash and cash equivalents 1,260,982 3,066,502 1,072,060 94,418The currency risk disclosures at 31 July 2010 are as follows:Euro USD TotalAccounts payable 15,009-15,009The currency risk disclosures

312、 at 31 July 2009 are as follows:Accounts payable 53,383-53,383The book value of financial assets and liabilities disclosed is considered to be equal to fair value.Authorised Allotted,called up,and fully paid Number Number Ordinary share capitalAt 31 July 2008 and 2009-Ordinary shares of 10 pence eac

313、h 100,000,000 10,000,000 70,384,727 7,038,473Issue 10 pence ordinary shares-3,419,474 341,947At 31 July 2010 -Ordinary shares of 10 pence each 100,000,000 10,000,000 73,804,201 7,380,420Redeemable preference shares of 1 each(classified as liabilities)At 31 July 2008-Creation and issue of 1 redeemabl

314、e preference shares 50,000 50,000 50,000 12,500At 31 July 2010 and 2009 50,000 50,000 50,000 12,50024.Share capital and redeemable preference shares23.Financial assets and liabilities The Group and Companys financial instruments comprise cash and cash equivalents and items such as trade payables and

315、 other receivables which arise directly from the Groups operations.The Groups operations expose it to a variety of financial risks including credit risk,liquidity risk,interest rate risk and foreign currency exchange risk.Given the size of the Group,the Directors have not delegated the responsibilit

316、y of monitoring financial risk management to a subcommittee of the board.The objectives of the financial instrument policies are to reduce the Group and Companys exposure to financial risk.The policies set by the board of Directors are implemented by the Companys finance department.Credit riskThe cr

317、edit risk on liquid funds is limited because the Group and Company policy is to only deal with counter parties with high credit ratings and more than one institution is utilised to deposit cash holdings.The Group held funds in the Bank of Scotland,Northern Rock and Lloyds TSB bank accounts during th

318、e year,at year end all of the funds were held in Bank of Scotland and Northern Rock accounts.The risk of Bank of Scotland bank failure has decreased during the year while Northern Rock was supported by British Government Guarantee.The carrying amount of financial assets represents the maximum credit

319、 exposure.The maximum exposure to credit risk at the reporting date was:Group 2010 Group 2009 Company 2010 Company 2009 Within one month 1,056,626 262,045 87,403 58,989Within more than one month and less than one year 100,000 614,286-More than 1 year and less than five years 1,990,634 1,007,741-More

320、 than five years 1,966,973 1,983,000-Contractual liabilities of 616,622 and 100,000 shown as falling due within one month and within one year,respectively,are not expected to be paid until such time as the Portland project is fully funded.Liquidity riskThe Group and Company policy is to actively mai

321、ntain a mixture of long-term and short-term deposits that are designed to ensure it has sufficient available funds for operations.The total carrying value of Group and Company financial liabilities is disclosed in notes 20,21 and 22.Further information on contractual maturities of significant financ

322、ial liabilities is disclosed in notes 22 and 28.The Company issues share capital when external funds are required.The reconciling items between the contractual maturities presented below and that presented in notes 20,21 and 22 are taxes and the effect of discounting long term liabilities to present

323、 value.The following table shows the contractual maturities of the Groups and Companys financial liabilities,all of which are measured at amortised cost.The reconciling item between the Other receivables presented above and that presented in note 17 and 20 is the VAT receivable.Interest rate riskThe

324、 Company and Group is exposed to interest rate risk as a result of positive cash balances,denominated in sterling,which earn interest at a variable rate.These attract interest at rates that vary with bank interest rates.Cash at bank at floating rates consisted of money market deposits which earn int

325、erest at rates set in advance from periods of 1-3 months by reference to Sterling LIBOR.An effective interest rate increase or decrease by 1%on the cash and cash equivalents balance at year end would result in a before tax financial effect of an increase or decrease in investment revenues and equity

326、 for the Group of 13,581(2009:30,665)and for the Company of 10,721(2009:944).Foreign currency riskThe Group is exposed to foreign to currency rate risk as a result of trade payables which are settled in Euros and United States Dollars(USD).During the year the Group and Company did not enter into any

327、 arrangements to hedge this risk,as the Directors did not consider the exposure to be significant given the short term nature of the balances.The Group and Company will review this policy as appropriate in the future.As at 31 July 2010,if the Euro had weakened or strengthened 10%against sterling wit

328、h all other variables held constant,the Groups net loss and equity would have decreased or increased by 1,791(2009:4,853).The currency risk disclosures at 31 July 2010 are as follows:On the 5 November 2009 the Company completed a placing of 2,500,000 new ordinary shares of 10p each at 100p per share

329、 to raise 2.5 million before expenses.On the 15 September 2009 the Company issued 919,474 new 10p ordinary shares in settlement of an existing liability of 746,337.These shares have been disclosed as shares to be issued at 31 July 2009.Objectives,policies and processes for managing capitalThe Groups

330、 objectives when managing capital are to safeguard the Groups ability to continue as a going concern in order to achieve its operational objectives.The Group defines capital as being share capital plus reserves.The Board of Directors monitors the level of capital as compared to the Groups forecast c

331、ash flows and long term commitments and when necessary issues new shares.Dilution of existing shareholder value is considered during all processes which may result in an alteration of share capital in issue.Ordinary share capital in issue is managed as capital and the redeemable preference shares in

332、 issue are managed as current liabilities.The Group is not subject to any externally imposed capital requirements.25.Merger reserveCompanyThe merger reserve arose on the demerger of the Portland Gas Group of companies from Egdon Resources Plc when the Company issued shares at a premium to their nomi

333、nal value on acquisition of InfraStrata UK Limited.The reserve is not distributable.GroupThe merger reserve represents the difference between the nominal value of the shares issued on the demerger and the combined share capital and share premium of InfraStrata UK Limited at the date of the demerger.The reserve is not distributable.26.Share based payment reserveThe reserve for share based payments

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