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CAMELLIA PLC

Interim / Quarterly Report Jun 30, 2010

7545_ir_2010-06-30_75f608d5-05e9-4326-ac27-2b0edbc97d76.pdf

Interim / Quarterly Report

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Interim report 2010

Interim report 2010

Contents page

Chairman's statement 2
Interim management report 4
Statement of directors' responsibilities 4
Consolidated income statement 5
Statement of comprehensive income 6
Consolidated balance sheet 7
Consolidated cash flow statement 8
Statement of changes in equity 9
Notes to the accounts 10
Registered office
Linton Park
Linton
Near Maidstone
Kent ME17 4AB
Registered number 29559

www.camellia.plc.uk

Chairman's statement

The profit before tax of £16,136,000 for the six months to 30 June 2010 compares with a profit of £4,995,000 for the same period last year.

In recognition of these positive results the board has declared an interim dividend of 30p per ordinary share payable on 4 November 2010 to shareholders registered on 15 October 2010.

Tea

India

Production has again been below expectation due to initial drought being followed by excessively wet and cold conditions. It is expected that some of the current shortfall in production will be recovered in the second half of the year. Sale prices have again increased over the previous year. The political situation in West Bengal and particularly in Darjeeling continues to be a cause for concern.

Bangladesh

Bangladesh also suffered a drought early in the year but production is now improving and sale prices remain beneficial.

Africa

Production is well ahead of last year as a result of good climatic conditions. This, combined with higher sale prices, has led to improved results particularly in Kenya. Prices have however declined from the high levels achieved earlier in the year.

Edible nuts

Macadamia production in Malawi and South Africa, whilst ahead of last year, is below expectations as a result of dry conditions at the time of flowering. Sale prices are above those of the previous year.

The pistachio harvest in California takes place in the second half of the year but prospects are in accordance with a normal 'on' year for production.

Other horticulture

The citrus crop at Horizon Farms in California is ahead of last year with sale prices expected to be on a par with those for 2009.

Although avocado production at Kakuzi in Kenya is higher than the previous year there has not been as much outgrower fruit processed through the packing facility. Sale prices are also expected to be lower than last year due to greater availability of fruit from South Africa and South America.

Rubber production in Bangladesh is similar to last year but sale prices are at a higher level.

Adverse climatic conditions reduced the maize harvest at CC Lawrie in Brazil. The soya harvest should increase over the previous year but sale prices for both crops remain disappointing due to reduced demand and increased production in the USA.

The wine harvest in South Africa was similar to the previous year.

Food storage and distribution

The highly competitive market for cold storage continues and has impacted adversely on the results of Associated Cold Stores and Transport. The prospects for the cold storage industry remain uncertain.

Engineering

It is difficult to establish any consistent pattern from our engineering group. Whilst de-stocking may now have run its course, orders are only being placed on a hand to mouth basis and there remains widespread caution in the engineering sector in respect of a potential double dip recession. Plans continue for the re-establishment of the Abbey Metal Finishing facility following the disastrous fire in April 2010.

Banking

It continues to be very difficult for Duncan Lawrie to make any margin on its deposit-taking business with interest rates remaining at historically low levels. The asset management division of the business continues to make a positive contribution to Duncan Lawrie's results.

Pharmaceutical

As previously announced, the group disposed of its interest in Siegfried Holding AG in April 2010.

Prospects

Our agricultural operations are making a positive contribution to profits, the maintenance of which is of course dependent on benign climatic conditions and reasonable sale prices, neither of which can be guaranteed, to cover the ever-increasing costs of production. The group has no net debt and remains in a strong financial position but, as usual, it is not possible to give any indication of the likely outcome for the full year.

M C Perkins Chairman

26 August 2010

Interim management report

The chairman's statement forms part of this report and includes important events that have occurred during the six months ended 30 June 2010 and their impact on the financial statements set out herein.

Principal risks and uncertainties

The directors' report in the statutory financial statements for the year ended 31 December 2009 (the accounts are available on the company's website: www.camellia.plc.uk) highlighted risks and uncertainties that could have an impact on the group's businesses. As these businesses are widely spread both in terms of activity and location, it is unlikely that any one single factor could have a material impact on the group's performance. These risks and uncertainties continue to be relevant for the remainder of the year. In addition, the chairman's statement included in this report refers to specific risks and uncertainties that the group is presently facing.

Statement of directors' responsibilities

The directors confirm that these condensed financial statements have been prepared in accordance with IAS 34 'Interim Financial Reporting' as adopted by the European Union, and that the interim management report herein includes a fair review of the information required by sections 4.2.7 and 4.2.8 of the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

The directors of Camellia Plc are listed in the Camellia Plc statutory financial statements for the year ended 31 December 2009. Dr B A Siegfried did not seek re-election at the annual general meeting. There have been no other subsequent changes of directors and a list of current directors is maintained on the group's website at www.camellia.plc.uk.

By order of the board

M C Perkins Chairman 26 August 2010

Consolidated income statement

for the six months ended 30 June 2010

Notes Six months
ended
30 June
2010
£'000
Six months
ended
30 June
2009
£'000
Year
ended
31 December
2009
£'000
Revenue 4 102,557 96,948 230,270
Cost of sales (69,824) (68,076) (148,506)
Gross profit 32,733 28,872 81,764
Other operating income 915 869 1,698
Distribution costs (3,492) (3,642) (9,061)
Administrative expenses (18,428) (21,325) (39,041)
Trading profit 4 11,728 4,774 35,360
Share of associates' results 5 2,387 465 (2,966)
Profit on disposal of available-for-sale investments 80 28 28
Profit on disposal of an associate 6 248
Profit on part disposal of a subsidiary 135 135
Loss on disposal of a subsidiary (674)
Gain arising from changes in fair value of biological assets 1,085 95 2,746
Profit from operations 15,528 5,497 34,629
Investment income 452 412 1,106
Finance income 775 435 1,103
Finance costs (452) (650) (1,566)
Pension schemes' net financing expense (167) (699) (1,129)
Net finance income/(costs) 7 156 (914) (1,592)
Profit before tax 8 16,136 4,995 34,143
Taxation (5,163) (1,881) (11,702)
Profit for the period 10,973 3,114 22,441
Profit attributable to: 3,463 1,353 6,544
Non-controlling interests 7,510 1,761 15,897
Equity shareholders 10,973 3,114 22,441
Earnings per share – basic and diluted 10 270.2p 63.4p 571.9p

Statement of comprehensive income

for the six months ended 30 June 2010

Profit for the period
10,973
3,114
22,441
Other comprehensive income/(expense):
Foreign exchange translation differences
14,260
(32,479)
(24,276)
Release of exchange translation difference on disposal of associate
(17,298)
Release of other reserve movements on disposal of associate
945
Release of exchange translation difference on disposal of subsidiary

(294)
Actuarial movement on defined benefit pension schemes (note 14)
(6,577)
(13,890)
(2,657)
Available-for-sale investments:
Valuation losses taken to equity
(2,043)
(1,562)
(729)
Share of other comprehensive income of associates
(134)
262
3,075
Tax relating to components of other comprehensive income

(104)
(1,276)
Other comprehensive expense for the period, net of tax
(10,847)
(47,773)
(26,157)
Total comprehensive income/(expense) for the period
126
(44,659)
(3,716)
Total comprehensive income/(expense) attributable to:
Non-controlling interests
4,582
(1,755)
4,163
Equity shareholders
(4,456)
(42,904)
(7,879)
126
(44,659)
(3,716)

Consolidated balance sheet

at 30 June 2010

30 June
2010
30 June
2009
31 December
2009
Notes £'000 £'000 £'000
Non-current assets
Intangible assets 8,363 8,761 8,584
Property, plant and equipment 11 83,626 77,122 80,491
Biological assets 113,148 100,625 106,067
Prepaid operating leases 1,076 1,045 1,074
Investments in associates 38,360 93,731 97,364
Deferred tax assets 95 161 103
Other investments 30,901 28,937 30,153
Retirement benefit surplus 3,301 2,741 3,054
Trade and other receivables 17,121 18,752 19,646
Total non-current assets 295,991 331,875 346,536
Current assets
Inventories 33,927 28,004 28,279
Trade and other receivables 58,450 55,645 55,197
Other investments 6,072 7,871 12,420
Current income tax assets 2,361 2,633 763
Cash and cash equivalents 12 268,177 229,125 229,574
368,987 323,278 326,233
Non-current assets classified as held for sale 5,768
Total current assets 368,987 329,046 326,233
Current liabilities
Borrowings 13 (13,727) (18,432) (12,761)
Trade and other payables (251,473) (263,398) (254,346)
Current income tax liabilities (6,718) (3,696) (5,353)
Other employee benefit obligations (271) (226) (268)
Provisions (150) (297) (150)
Total current liabilities (272,339) (286,049) (272,878)
Net current assets 96,648 42,997 53,355
Total assets less current liabilities 392,639 374,872 399,891
Non-current liabilities
Borrowings 13 (1,165) (7,475) (3,119)
Trade and other payables (12,327) (11,038) (11,227)
Deferred tax liabilities (31,538) (28,090) (30,449)
Retirement benefit obligations 14 (25,621) (39,825) (27,045)
Other employee benefit obligations (1,761) (1,927) (1,623)
Other non-current liabilities (116) (120) (118)
Total non-current liabilities (72,528) (88,475) (73,581)
Net assets 320,111 286,397 326,310
Equity
Called up share capital 284 284 284
Reserves 284,611 258,699 293,570
Shareholders' funds 284,895 258,983 293,854
Non-controlling interests 35,216 27,414 32,456
Total equity 320,111 286,397 326,310

Consolidated cash flow statement

for the six months ended 30 June 2010

Notes Six months
ended
30 June
2010
£'000
Six months
ended
30 June
2009
£'000
Year
ended
31 December
2009
£'000
Cash generated from operations
Cash flows from operating activities 15 (4,081) 5,038 48,038
Interest paid
Income taxes paid
(311)
(5,885)
(870)
(4,123)
(1,747)
(10,074)
Interest received 787 513 1,189
Dividends received from associates 409 1,490 2,297
Net cash flow from operating activities (9,081) 2,048 39,703
Cash flows from investing activities
Purchase of intangible assets (72) (115) (192)
Purchase of property, plant and equipment (5,783) (4,055) (10,111)
Proceeds from sale of non-current assets 734 139 697
Part disposal of a subsidiary 312 579 579
Disposal of a subsidiary 3,843
Purchase of non-controlling interests (2,705)
Proceeds from sale of associate 48,754
Proceeds from sale of investments 10,037 3,487 5,509
Purchase of investments (4,655) (5,889) (12,683)
Income from investments 452 412 1,106
Net cash flow from investing activities 47,074 (5,442) (11,252)
Cash flows from financing activities
Equity dividends paid (2,557)
Dividends paid to non-controlling interests
New loans
(1,844)
(1,676)
850
(2,610)
788
Repayment of debt (4,953) (2,890) (4,883)
Net cash flow from financing activities (6,797) (3,716) (9,262)
Net increase/(decrease) in cash and cash equivalents 16 31,196 (7,110) 19,189
Cash and cash equivalents at beginning of period
Exchange gains/(losses) on cash
28,631
879
9,919
(434)
9,919
(477)
Cash and cash equivalents at end of period 60,706 2,375 28,631

For the purposes of the cash flow statement, cash and cash equivalents are included net of overdrafts repayable on demand. These overdrafts are excluded from the definition of cash and cash equivalents disclosed on the balance sheet.

For the purposes of the cash flow statement cash and cash equivalents comprise:

Cash and cash equivalents 268,177 229,125 229,574
Less banking operation funds (196,166) (212,869) (193,434)
Overdrafts repayable on demand (included in current liabilities – borrowings) (11,305) (13,881) (7,509)
60,706 2,375 28,631

Statement of changes in equity

for the six months ended 30 June 2010

Share
capital
£'000
Share
premium
£'000
Treasury
shares
£'000
Retained
earnings
£'000
Other
reserves
£'000
Total
£'000
Non
controlling
interests
£'000
Total
equity
£'000
At 1 January 2009 284 15,298 (400) 195,485 93,433 304,100 30,401 334,501
Total comprehensive expense for the period (11,971) (30,933) (42,904) (1,755) (44,659)
Dividends (2,001) (2,001) (1,676) (3,677)
Non-controlling interest subscription 444 444
Share of associate's change in treasury shares (258) (258) (258)
Share of associates' other equity movements 75 75 75
Loss on dilution of interest in associate (29) (29) (29)
At 30 June 2009 284 15,298 (400) 181,301 62,500 258,983 27,414 286,397
At 1 January 2009 284 15,298 (400) 195,485 93,433 304,100 30,401 334,501
Total comprehensive income/(expense) for the period 14,926 (22,805) (7,879) 4,163 (3,716)
Dividends (2,557) (2,557) (2,610) (5,167)
Non-controlling interest subscription 502 502
Share of associate's change in treasury shares 200 200 200
Share of associates' other equity movements 27 27 27
Loss on dilution of interest in associate (37) (37) (37)
At 31 December 2009 284 15,298 (400) 208,044 70,628 293,854 32,456 326,310
Total comprehensive income/(expense) for the period 1,709 (6,165) (4,456) 4,582 126
Dividends (2,057) (2,057) (1,844) (3,901)
Non-controlling interest subscription 43 43 270 313
Acquisition of non-controlling interest (2,457) (2,457) (248) (2,705)
Share of associate's other equity movements 64 64 64
Loss on dilution of interest in associate (96) (96) (96)
At 30 June 2010 284 15,298 (400) 205,250 64,463 284,895 35,216 320,111

Notes to the accounts

1 Basis of preparation

These financial statements are the interim condensed consolidated financial statements of Camellia Plc, a company registered in England, and its subsidiaries (the "group") for the six month period ended 30 June 2010 (the "Interim Report"). They should be read in conjunction with the Report and Accounts (the "Annual Report") for the year ended 31 December 2009.

The financial information contained in this interim report has not been audited and does not constitute statutory accounts within the meaning of Section 435 of the Companies Act 2006. A copy of the statutory accounts for the year ended 31 December 2009 has been delivered to the Registrar of Companies. The auditors' opinion on these accounts was unqualified and does not contain an emphasis of matter paragraph or a statement made under Section 498(2) and Section 498(3) of the Companies Act 2006.

The interim condensed financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") including IAS 34 "Interim Financial Reporting". For these purposes, IFRS comprise the Standards issued by the International Accounting Standards Board ("IASB") and Interpretations issued by the International Financial Reporting Interpretations Committee ("IFRIC") that have been adopted by the European Union.

Where necessary, the comparatives have been reclassified from the previously reported interim results to take into account any presentational changes made in the Annual Report.

These interim condensed financial statements were approved by the board of directors on 26 August 2010.

2 Accounting policies

These interim condensed financial statements have been prepared on the basis of accounting policies consistent with those applied in the financial statements for the year ended 31 December 2009. In addition the group has implemented the following new and revised standards and interpretations:

IFRS 3 (revised) Business combinations
IFRS 5 (amendment) Non-current assets held for sale and discontinued operations
IAS 27 (revised) Consolidated and separate financial statements
IAS 38 (amendment) Intangible assets
IFRIC 17 Distribution of non–cash assets to owners

A summary of each of the above standards and interpretations was provided on page 34 of the 2009 Annual Report. IFRS 3 (revised) and IAS 27 (revised) apply prospectively to acquisitions and disposals of interests in businesses completed on or after 1 January 2010. The adoption of IFRS 5, IAS 38 and IFRIC 17 has had no material impact on the group's results, assets and liabilities.

3 Cyclical and seasonal factors

Due to climatic conditions the group's tea operations in India and Bangladesh produce most of their crop during the second half of the year. Tea production in Kenya remains at consistent levels throughout the year but in Malawi the majority of tea is produced in the first six months.

Soya and maize in Brazil are generally harvested in the first half of the year. In California the pistachio crop occurs in the second half of the year and has 'on' and 'off' years. Avocados in Kenya are mostly harvested in the second half of the year.

There are no other cyclical or seasonal factors which have a material impact on the trading results.

Notes to the accounts

4 Segment reporting

Six months ended Six months ended Year ended
30 June 2010 30 June 2009 31 December 2009
Revenue Trading profit Revenue Trading profit Revenue Trading profit
£'000 £'000 £'000 £'000 £'000 £'000
Agriculture and horticulture 70,811 13,909 60,167 5,392 156,974 37,949
Engineering 10,394 331 12,231 938 24,028 1,608
Food storage and distribution 15,079 (810) 18,634 707 37,434 985
Banking and financial services 6,027 28 5,664 (340) 11,347 (925)
Other operations 246 25 252 143 487 181
102,557 13,483 96,948 6,840 230,270 39,798
Unallocated corporate expenses (1,755) (2,066) (4,438)
Trading profit 11,728 4,774 35,360
Share of associates' results 2,387 465 (2,966)
Profit on disposal of available-for-sale
investments 80 28 28
Profit on disposal of an associate 248
Profit on part disposal of a subsidiary 135 135
Loss on disposal of a subsidiary (674)
Gain arising from changes in fair
value of biological assets 1,085 95 2,746
Investment income 452 412 1,106
Net finance income/(costs) 156 (914) (1,592)
Profit before tax 16,136 4,995 34,143
Taxation (5,163) (1,881) (11,702)
Profit after tax 10,973 3,114 22,441

5 Share of associates' results

The group's share of the results of associates is analysed below:

Six months Six months Year
ended ended ended
30 June 30 June 31 December
2010 2009 2009
£'000 £'000 £'000
Operating profit 2,695 1,335 2,516
Net finance costs (39) (465) (2,653)
Impairment (3,103)
Profit/(loss) before tax 2,656 870 (3,240)
Taxation (269) (405) 274
Profit/(loss) after tax 2,387 465 (2,966)

In 2009, the impairment charge of £3,103,000 relates to development projects of the Siegfried Group.

Notes to the accounts

6 Profit on disposal of an associate

On 15 April 2010, the group disposed of its entire shareholding in Siegfried Holding AG, an associated undertaking. The net proceeds on disposal were £48,754,000 and a net profit of £248,000 was realised, after the transfer of £16,353,000 of exchange difference and other movements previously included in reserves.

7 Finance income and costs

Six months
ended
Six months
ended
Year
ended
30 June 30 June 31 December
2010 2009 2009
£'000 £'000 £'000
Interest payable on loans and bank overdrafts (286) (942) (1,586)
Interest payable on obligations under finance leases (49) (75) (140)
Total borrowing costs (335) (1,017) (1,726)
Net exchange (loss)/gain on foreign currency borrowings (117) 367 160
Finance costs (452) (650) (1,566)
Finance income – interest income on short–term bank deposits 775 435 1,103
Pension schemes' net financing expense (167) (699) (1,129)
Net finance income/(costs) 156 (914) (1,592)

The above figures do not include any amounts relating to the banking subsidiaries.

8 Taxation on profit on ordinary activities

Six months Six months Year
ended ended ended
30 June 30 June 31 December
2010 2009 2009
£'000 £'000 £'000
Current tax
UK corporation tax 205 142
Overseas corporation tax 5,500 2,228 11,852
Total current tax 5,500 2,433 11,994
Deferred tax
Origination and reversal of timing differences
UK 13 (1,782)
Overseas (337) (565) 1,490
Total deferred tax (337) (552) (292)
Tax on profit on ordinary activities 5,163 1,881 11,702

Tax on profit on ordinary activities for the six months to 30 June 2010 has been calculated on the basis of the estimated annual effective rate for the year ending 31 December 2010.

Notes to the accounts

9 Equity dividends

Six months
ended
30 June
2010
£'000
Six months
ended
30 June
2009
£'000
Year
ended
31 December
2009
£'000
Amounts recognised as distributions to equity holders in the period:
Final dividend for the year ended 31 December 2009 of
74.00p (2008: 72.00p) per share
2,057 2,001 2,001
Interim dividend for the year ended 31 December 2009 of
20.00p per share
556
2,557

Dividends amounting to £46,000 (2009: six months £45,000 – year £58,000) have not been included as group companies hold 62,500 issued shares in the company. These are classified as treasury shares.

Proposed interim dividend for the year ended 31 December 2010 of
30.00p (2009: 20.00p) per share 834 556

The proposed interim dividend was approved by the board of directors on 26 August 2010 and has not been included as a liability in these financial statements.

10 Earnings per share (EPS)

Six months ended Six months ended Year ended
30 June 2010 30 June 2009 31 December 2009
Earnings EPS Earnings EPS Earnings EPS
£'000 Pence £'000 Pence £'000 Pence
Basic and diluted EPS
Attributable to ordinary
shareholders
7,510 270.2 1,761 63.4 15,897 571.9

Basic and diluted earnings per share are calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares in issue of 2,779,500 (2009: six months 2,779,500 – year 2,779,500), which excludes 62,500 (2009: six months 62,500 – year 62,500) shares held by the group as treasury shares.

11 Property, plant and equipment

During the six months ended 30 June 2010 the group acquired assets with a cost of £5,783,000 (2009: six months £4,089,000 – year £10,111,000). Assets with a carrying amount of £645,000 were disposed of during the six months ended 30 June 2010 (2009: six months £73,000 – year £442,000).

12 Cash and cash equivalents

Included in cash and cash equivalents of £268,177,000 (2009: six months £229,125,000 – year £229,574,000) are cash and short–term funds, time deposits with banks and building societies and certificates of deposit amounting to £196,166,000 (2009: six months £212,869,000 – year £193,434,000), which are held by banking subsidiaries and which are an integral part of the banking operations of the group.

Notes to the accounts

13 Borrowings

Borrowings (current and non-current) include loans and finance leases of £3,587,000 (2009: six months £12,026,000 – year £8,371,000) and bank overdrafts of £11,305,000 (2009: six months £13,881,000 – year £7,509,000). The following loans were repaid during the six months ended 30 June 2010:

£'000
8,371
169
(4,953)
3,587

14 Retirement benefit schemes

UK defined benefit pension schemes for the purposes of IAS 19 have been updated to 30 June 2010 from the valuations as at 31 December 2009 by the actuaries to each relevant pension scheme and the movements have been reflected in this interim statement. Overseas schemes have not been updated from 31 December 2009 valuations as it is considered that there have been no significant changes.

An actuarial loss of £6,577,000 was realised in the period, of which £2,318,000 was realised in relation to the scheme assets and £4,259,000 was realised in relation to changes in the underlying actuarial assumptions. The assumed discount rate has decreased to 5.30% (31 December 2009: 5.70%), the assumed rate of inflation has decreased to 3.30% (31 December 2009: 3.60%) and the assumed rate of increases for salaries to 3.40% (31 December 2009: 3.70%), giving rise to an increase in defined benefit obligations. There has been no change in the mortality assumptions used.

15 Reconciliation of profit from operations to cash flow

Six months Six months Year
ended ended ended
30 June 30 June 31 December
2010 2009 2009
£'000 £'000 £'000
Profit from operations 15,528 5,497 34,629
Share of associates' results (2,387) (465) 2,966
Depreciation and amortisation 4,594 4,545 8,685
Impairment of non-current assets 359 204
Gain arising from changes in fair value of biological assets (1,085) (95) (2,746)
Profit on disposal of non-current assets (89) (65) (260)
Profit on disposal of investments (80) (28) (28)
Profit on disposal of an associate (248)
Loss on disposal of a subsidiary 674
Profit on part disposal of a subsidiary (135) (135)
Increase in working capital (10,631) (2,163) (3,741)
Net (increase)/decrease in funds of banking subsidiaries (9,683) (2,412) 7,790
(4,081) 5,038 48,038

16 Reconciliation of net cash flow to movement in net debt

Six months Six months Year
ended ended ended
30 June 30 June 31 December
2010 2009 2009
£'000 £'000 £'000
Increase/(decrease) in cash and cash equivalents in the period 31,196 (7,110) 19,189
Net cash outflow from decrease in debt 4,953 2,040 4,095
Decrease/(increase) in net debt resulting from cash flows 36,149 (5,070) 23,284
New finance leases (34) (65)
Disposal of a subsidiary 1,868
Exchange rate movements 710 661 381
Decrease/(increase) in net debt in the period 36,859 (4,443) 25,468
Net cash/(debt) at beginning of period 20,260 (5,208) (5,208)
Net cash/(debt) at end of period 57,119 (9,651) 20,260

17 Related party transactions

In June 2010, the group purchased the remaining 49 per cent. holding in its subsidiary, Duncan Properties Limited from United Leasing Company Limited, an associate company. Both companies are based in Bangladesh. The consideration paid was £2,705,000 which resulted in a charge of £2,457,000 to reserves.

There have been no other related party transactions that had a material effect on the financial position or performance of the group in the first six months of the financial year.

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