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THROGMORTON TRUST PLC - Final Results

Friday, February 8, 2013 7:09 AM


                           THE THROGMORTON TRUST PLC                           
                        Annual Report 30 November 2012                         
Performance Record
Financial Highlights
                                              As at        As at       
                                        30 November  30 November       Change 
                                               2012         2011            %  
Assets                                                                        
Net assets (£'000)                          174,067      147,774        +17.8 
Net asset value per share                   238.02p      202.07p        +17.8 
- with income reinvested                                                +19.4 
Ordinary share price (mid-market)           193.25p      170.00p        +13.7 
- with income reinvested                                                +15.6 
                                            =======      =======        ===== 
                                         Year ended   Year ended       
                                        30 November  30 November       Change 
                                               2012         2011            % 
Revenue                                                                       
Net revenue after taxation (£'000)            2,564        2,078        +23.4 
Revenue return per ordinary share             3.51p        3.29p         +6.7 
                                            -------      -------        ----- 
Dividends                                                                     
- Interim                                     0.62p        0.60p         +3.3 
- Final                                       2.70p        2.55p         +5.9
                                            -------      -------        ----- 
Total dividends paid and payable in   
respect of the year ended 30 November         3.32p        3.15p         +5.4 
                                            =======      =======        ===== 
Chairman's Statement
Performance
In this my inaugural annual report to shareholders as Chairman, I am pleased to
report that your Company has performed well despite the challenging market
background. The Company's net asset value per share ("NAV") returned 19.4%
compared with a return of 16.5% for the benchmark, the Numis Smaller Companies
plus AIM (excluding investment companies) Index. Since the year end the NAV has
increased by 10.4% (all figures in sterling terms with income reinvested).

During the year ended 30 November 2012, the Company's share price rose by 15.6%. Since 30 November 2012, the share price has risen by a further 11.1% to 214.75 pence per share (all figures in sterling terms with income reinvested).

For much of the year under review, markets have been volatile although sentiment 
began to improve in the summer amid much needed support from policy makers in 
the US, Europe, Japan and China
Small and midcap stocks performed well during the financial year with the FTSE 250 
Index increasing by 20.6% compared to a rise of 10.7% in the FTSE 100 Index. By
contrast, AIM was disappointing with the AIM All-Share Index rising only by 0.4%
(all figures in sterling terms with income reinvested).

Revenue return and dividends

Revenue return per share for the year amounted to 3.51 pence compared with 3.29 pence for the previous year, an increase of 6.7%.

The Directors are proposing an increased final dividend of 2.70 pence per share.
This together with the interim dividend of 0.62 pence paid on 24 August 2012
makes a total dividend for the year of 3.32 pence per share compared with the 3.15
pence per share paid in respect of the financial year ended 30 November 2011. The 
final dividend is payable on 4 April 2013 to shareholders on the Company's register 
on 22 February 2013 (ex-dividend date is 20 February 2013).

Annual General meeting

The Annual General Meeting of the Company will be held at BlackRock's offices
at 12 Throgmorton Avenue, London EC2N 2DL on Wednesday, 20 March 2013 at 10.00
a.m. The Investment Manager will make a presentation to shareholders on the
Company's progress and the outlook for the smaller companies sector.

Proposed change to the Articles of Association

As a result of recent changes to tax rules, onshore investment companies are
now permitted to pay out accumulated realised capital profits in the form of
dividends. While the Directors have no present intention of making use of such
powers, they believe it prudent to provide the Company with the necessary
flexibility to do so should it prove appropriate in the future. A resolution
seeking to amend the Company's Articles of Association, as set out in the
Notice of Annual General Meeting, will be proposed at the 2013 Annual General
Meeting.
Subsidiary companies

T.T. Finance PLC and The Third Throgmorton Trust Limited, the Company's subsidiaries have not traded for some considerable time and the companies are being wound up.

The Alternative Investment Fund Managers Directive

The implementation of the Alternative Investment Fund Managers Directive will
require all investment trusts to appoint either an Alternative Investment Fund
Manager ("AIFM") or become an AIFM themselves. They will also be required to
appoint an independent Depositary. The latter is likely to fulfil a broader
role than that currently performed by the custodian, and will be obliged to
ensure that funds comply with the relevant rules on portfolio composition and
diversification. We expect the implementation of the Directive will be
effective from 22 July 2013 although it is currently anticipated that the FSA
will permit a transitional period of one year within which UK AIFMs must seek 
authorisation. The Board will be taking independent advice on the consequences 
for the Company and will inform shareholders once we have decided on the most 
appropriate course of action.
Outlook
Whilst policy makers have moved to provide much needed support to global markets 
and this has helped to lift some of the gloom, there still remain a number of 
unresolved structural issues which could return to dampen investor confidence 
in the months ahead. However, your Board and the Investment Manager believe that 
there are many attractive opportunities available for longer term investment in 
the current environment. Indeed, a continuation of the challenging economic 
environment may well provide scope for many of the companies in our portfolio 
to gain market share at the expense of their less well managed, and less well 
financed, competitors. In respect of the latter, it may also provide shorting 
opportunities for our CFD portfolio.
Crispin Latymer
Chairman
8 February 2013
Principal risks

The key risks faced by the Company are set out below. The Board regularly reviews and agrees policies for managing each risk, as summarised below.

Performance risk - The Board is responsible for deciding the investment
strategy to fulfil the Company's objective and for monitoring the performance
of the Investment Manager. An inappropriate strategy may lead to poor
performance. To manage this risk the Investment Manager provides an explanation
of significant stock selection decisions and the rationale for the composition
of the investment portfolio. The Board monitors and maintains an adequate
spread of investments in order to minimise the risks associated with factors
specific to individual companies and sectors, based on the diversification
requirements inherent in the Company's investment policy.
Income/dividend risk - The amount of dividends and future dividend growth will
depend on the Company's underlying portfolio. Any change in the tax treatment
of the dividends or interest received by the Company may reduce the level of
dividends received by shareholders. The Board monitors this risk through the
receipt of detailed income forecasts and considers the level of income at each
meeting.
Regulatory risk - The Company operates as an investment trust in accordance
with Chapter 4 of Part 24 of the Corporation Tax Act 2010. As such, the Company
is exempt from capital gains tax on the profits realised from the sale of its
investments. The Investment Manager monitors investment movements, the level
and type of forecast income and expenditure and the amount of half yearly
dividends to ensure that the provisions of Chapter 4 of Part 24 of the
Corporation Tax Act 2010 are not breached. The results are reported to the
Board at each meeting. The Company must also comply with the provisions of the
Companies Act 2006 and, as its shares are admitted to the Official List, the
UKLA Listing Rules, the Disclosure and Transparency Rules and the Prospectus
Rules. A breach of the Companies Act 2006 could result in the Company and/or
the Directors being fined or the subject of criminal proceedings. A breach of
the UKLA Listing Rules could result in the Company's shares being suspended
from listing, which in turn would breach the requirements of Chapter 4 of Part
24 of the Corporation Tax Act 2010. The Board relies on the services of its
professional advisers and its Company Secretary to ensure compliance with all
relevant regulations. The Company Secretary has stringent compliance procedures
in place and monitors regulatory developments and changes.
Operational risk - In common with most other investment trust companies, the
Company has no employees. The Company therefore relies upon the services
provided by third parties and is dependent on the control systems of the
Investment Manager and the Company's other service providers. The security, for
example, of the Company's assets, dealing procedures, accounting records and
maintenance of regulatory and legal requirements, depend on the effective
operation of these systems. These are regularly tested and monitored and an
internal control report, which includes an assessment of risks together with
procedures to mitigate such risks, is prepared by the Investment Manager and
reviewed by the Audit Committee at least twice a year. The Investment Manager,
BNYM, BMLI and Deutsche Bank each produce a Service Organisation Controls
report which is reviewed by their auditor and gives assurance regarding the
effective operation of controls. The reports are also reviewed by the Audit
Committee on an annual, or in the case of BNYM a quarterly basis.
Market risk - Market risk arises from volatility in the prices of the Company's
investments. It represents the potential loss the Company might suffer through
holding investments in the face of negative market movements. The Board
considers asset allocation, stock selection, unquoted investments and levels of
gearing on a regular basis and has set investment restrictions and guidelines
which are monitored and reported on by the Investment Manager. The Board
monitors the implementation and results of the investment process with the
Investment Manager.
Financial risks - The Company's investment activities expose it to a variety of
financial risks that include foreign currency risk and interest rate risk. The
Company has approximately 28.8% of its net portfolio value invested in AIM traded
securities, and, by the very nature of its investment objective, largely
invests in smaller companies. Liquidity in these securities can from time to
time become constrained, making these investments difficult to realise at or
near published prices. There are also risks linked to the Company's use of
derivative transactions including CFDs. Further details are disclosed in note
13 on page 44 of the annual report, together with a summary of the policies for 
managing these risks and liquidity and credit risks. As at the date of this 
report it is unclear to what extent the economies and the political structures 
of the Eurozone member countries may be affected by the financial crisis within 
the Eurozone or that the Euro as a currency in its current form will continue.
Third party risk - The Company has no employees and the Directors have all been
appointed on a non-executive basis. The Company must therefore rely upon the
performance of third party service providers to perform its executive
functions. In particular, the Investment Manager, the Administrator, the
Registrar, the Custodian and their respective delegates, if any, will perform
services that are integral to the Company's operations and financial
performance. The Company, and where appropriate the Investment Manager,
undertake extensive due diligence prior to the appointment of any third party
service provider in order to mitigate this risk. Terms of appointment are
agreed in advance and service level agreements are put in place with providers
to ensure that a high level of service is provided. Failure by any service
provider to carry out its obligations to the Company in accordance with the
terms of its appointment, to exercise due care and skill, or to perform its
obligations to the Company at all as a result of insolvency, bankruptcy or
other causes could have a material adverse effect on the Company's performance
and returns to holders of ordinary shares. The termination of the Company's
relationship with any third party service provider or any delay in appointing a
replacement for such service provider, could materially disrupt the business of
the Company and could have a material adverse effect on the Company's
performance and returns to holders of ordinary shares.

Related party transactions

The related party transaction with BlackRock Investment Management (UK) Limited
is set out in the Directors' Report on pages 17 and 18 of the annual report.
The investment management fee for the year charged by BlackRock was £1,476,000
(2011: £1,277,000). In addition a performance fee was payable of £1,261,000
(2011: £1,822,000). At the year end, an amount of £2,007,000 was outstanding in
respect of these fees (2011: £2,136,000).
The related party transactions with Directors are set out in the Directors'

Report, Directors' Remuneration Report and note 6 to the financial statements on pages 17 and 18, 22 and 23 and 40 of the annual report respectively.

The Board consists of five non-executive Directors, all of whom are considered to 
be independent by the Board. None of the Directors has a service contract
with the Company. The Chairman receives an annual fee of £34,000, the Chairman
of the Audit and Management Engagement Committee receives an annual fee of 
£25,000 and each other Director receives an annual fee of £22,000.
As at 30 November 2012, all five members of the Board held shares in the Company. 
Lord Latymer held 28,851 ordinary shares, Simon Beart held 33,786 ordinary shares 
(including 8,739 ordinary shares held by Mrs Beart), Eric Stobart held 17,226 
ordinary shares (including 4,839 ordinary shares held by Mrs Stobart), Harry 
Westropp held 24,000 ordinary shares and Jean Matterson held 12,000 ordinary 
shares.
All of the holdings of the Directors are beneficial. Since the year end there
have been a number of changes to the Directors' share interests. At the date of
this report Mr Beart holds 34,976 ordinary shares (including 9,482 ordinary shares 
held by Mrs Beart), Lord Latymer holds 28,994 ordinary shares and Mr Stobart holds 
17,701 ordinary shares, (including 5,314 ordinary shares held by Mrs Stobart). 
All other shareholdings remain unchanged.

Statement of Directors' Responsibilities

In accordance with Disclosure and Transparency Rule 4.1.12, the Directors also confirm to the best of their knowledge that:

- the financial statements, which have been prepared in accordance with IFRS as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and net return of the Group; and

- this Annual Report includes a fair view of the development and performance of the business and the position of the Company and the Group, together with a description of the principal risks and uncertainties that it faces.

For and on behalf of the Board of Directors
Crispin Latymer
Chairman
8 February 2013
Investment Manager's Report

Market review and overall investment performance

Stockmarkets have remained uncertain during the financial year. Optimism in the
early part of the year was replaced by renewed nervousness that Southern
European countries would not be able to service their debts. Investors also had
concerns about the slowing of the Chinese economy and tensions in the Middle
East. These uncertainties took their toll on stockmarkets which fell heavily in
May 2012. More recently confidence has started to recover as many of the
macro-economic uncertainties look to be past their worst. US private sector
growth has been quite strong with the housing market showing clear signs of
recovery. Chinese GDP growth has been slipping for a number of quarters, but
hopes are that it has now bottomed and we may even see acceleration in growth.
The European economy still looks weak, but this is well understood by markets.
This return of confidence helped markets and enabled us to finish our financial
year robustly.

During the period under review the Company's NAV per share rose by 19.4% to 237.99 pence; the benchmark returned 16.5%, whilst the FTSE 100 Index increased by 10.7%.

Performance review

Long only portfolio stock selection and sector allocation were both positive, and good net gains were again achieved in the CFD portfolio.

Looking at stock selection, the most significant positive contributors to
relative performance included a number of our core holdings, notably those in
Ashtead, Oxford Instruments, Howden Joinery, St Modwen Properties, Paypoint,
Consort Medical and Bellway. The relative contributions from Ashtead and Oxford
Instruments were particularly strong, and the share prices of both Ashtead and
St Modwen properties more than doubled during the year.
On the negative side the largest detractors from relative performance were our
holdings in Hargreaves Services and Avocet Mining. Hargreaves Services
announced that they had encountered problems driving out a new face at the
underground coal mine at Maltby. Avocet Mining announced that their Inata mine
had experienced what they believe will be temporarily lower grades of gold,

and reduced production guidance. We have reduced our holdings in these companies.

Sector allocation benefitted from our overweight sector positions in
electronics, software and housebuilding companies, and our underweight position
in food producers. These gains were reduced by our underweight position in
retailers which performed surprisingly well, and by our overweight position in
health care equipment companies which were a little too defensive.
The CFD portfolio added £2.2 million of value over the year. Net gains of £5.2
million were achieved on the long CFDs, with strong individual performances
from our CFDs in Ashtead, Oxford Instruments, Howden Joinery and Umeco, and one
significant disappointment, Avocet Mining. The short CFDs lost £3.1 million net
in rising markets with losses on several short positions in the general retailers 
sector, but some good gains elsewhere. Since implementing the CFD strategy in 
September 2008, the CFD portfolio has generated cumulative net gains of £16.8 
million.
Activity
We continued to add holdings which we decided were good quality and offering
attractive upside. Examples included holdings in Devro, Young & Co's Brewery
and Coastal Energy. Devro is the world's leading supplier of collagen casings
for food, used by customers mainly in the production of a wide variety of
sausages. Global protein consumption is expected to continue to increase
especially in emerging markets. Young & Co own a high quality estate of
predominantly London pubs, mainly aimed at the premium end of the market.
Coastal Energy is an international oil and gas exploration and production
company with assets in Thailand; oil production exceeds 24,000 barrels of 
oil per day and has been growing strongly.

Bid activity in our portfolio has again been a feature with bids for WSP and Nautical Petroleum, although neither were large holdings.

Towards the end of the year we decided to start to reduce the number of
holdings in the long only portfolio. This reflected both a feeling that market
conditions had improved and it was safer to concentrate our portfolio slightly
more, and also a feeling that the bottom end of the market in terms of market
capitalisation had underperformed, especially many AIM listed smaller
companies, and that our portfolio was overexposed to these companies.

Portfolio Positioning

We have taken a fairly defensive stance during the year given the uncertain
global economic backdrop. We have maintained exposure to high quality, well
managed and well financed companies. We reduced exposure to some holdings that
are more capital spending orientated, and thus vunerable to delayed decision
making in uncertain times.
We have looked at the composition of the long only portfolio and its
performance in recent years by segment. It is clear we have achieved good
relative contribution from stock selection whether the stocks were FTSE 250,
FTSE Smallcap or AIM constituents. However, we have been considerably
overweight AIM stocks since early 2009 and AIM has significantly underperformed
the FTSE 250 Index. Although our AIM stock selection has been good our AIM
portfolio has struggled to keep up with the FTSE 250. Whilst we believe that
many of our AIM holdings are very interesting growth companies and have the
potential to perform strongly in more confident markets, they are however
unlikely to start to perform well in the early stages of recovery. We have
therefore been selling those that we believe are most likely to lag, and
redeploying the capital in rather larger capitalisation companies which we
expect to perform better in a market rally.
Although we felt cautious during the year we have retained our net long
position in the CFD portfolio. Towards the end of the financial year we began
to increase our net long position. This reflects our view that many of the
problems that are regularly aired are macro-economic, and that our long only/
long CFD holdings are typically able to benefit in such times at the expense of
less well run, less well financed competitors.

Outlook

Now that the US Presidential election is out of the way, attention has focussed
on the US fiscal cliff. In December the required cuts to public spending were
not agreed but deferred to later this month. This looks likely to remain quite
a political battle, with any further delays leading to a fall in business
confidence. Recently the US private sector has been growing more strongly.
In the UK economic growth is likely to be at best slow whilst structural issues 
are addressed. In China we believe GDP growth has stabilised, and will 
almost certainly continue at levels well ahead of major developed nations. In 
Europe we still need to see resolution to funding issues, but increasingly these 
seem like old worries. We suspect the macro-economic fog is beginning to thin, 
and eventually asset allocators may turn more positive on equities, given their
value relative to bonds is very attractive compared to recent history.
Mike Prentis and Richard Plackett
BlackRock Investment Management (UK) Limited
8 February 2013
Fifty Largest Investments
as at 30 November 2012
Company                       Market     % of  Prospective             
                               value      net           PE                        
                               £'000   assets       ratio*  Description                      
                                                                                  
Bellway        Ordinary        4,317                                              
               shares                                                             
                                                                                  
               Long CFD        1,247      3.2         12.9  House building        
               position                                                           
                             -------     ----        -----                      
Howden Joinery Ordinary        4,027                        Design and manufacture
Group          shares                                       of kitchens sold to   
                                                            local builders        
               Long CFD        1,395      3.1         12.5                        
               position                                                           
                             -------     ----        -----                   
Oxford         Ordinary        3,533                        Designs and           
Instruments    shares                                       manufacture of tools  
                                                            and systems to analyse
               Long CFD        1,591      2.9         19.7  and manipulate matter 
               position                                     at the atomic level   
                             -------     ----        -----                     
Senior         Ordinary        3,871                        Manufacture and supply
Engineering    shares                                       of components for the 
                                                            aerospace and         
               Long CFD        1,212      2.9         12.0  automotive sectors    
               position                                                           
                             -------     ----        -----             
Aveva Group    Ordinary        3,325                        Development and       
               shares                                       marketing of          
                                                            engineering computer  
               Long CFD        1,510      2.8         27.2  software              
               position                                                           
                             -------     ----        -----          
Ashtead Group  Ordinary        3,934                                              
               shares                                                             
                                                                                  
               Long CFD          870      2.8         16.1  Hires of plant,       
               position                                     predominantly in the  
                                                            US                    
                             -------     ----        -----                
Booker Group   Ordinary        3,247                                              
               shares                                                             
                                                                                  
               Long CFD        1,174      2.5         22.1  Wholesale of grocery  
               position                                     products              
                             -------     ----        -----                 
Restaurant     Ordinary        2,473                                              
Group          shares                                                             
                                                                                  
               Long CFD        1,150      2.1         16.4  Operation of branded  
               position                                     restaurants           
                             -------     ----        -----                   
ITE Group      Ordinary        2,614                        Organisation of trade 
               shares                                       exhibitions in Russia 
                                                            and other FSU         
               Long CFD          976      2.1         11.7  countries             
               position                                                           
                             -------     ----        -----            
Workspace      Ordinary        3,051                        Supply of flexible    
Group          shares                                       workspace to          
                                                            businesses in London  
               Long CFD          293      1.9         24.9                        
               position                                                           
                             -------     ----        -----                 
Dunelm Group   Ordinary        2,504                                              
               shares                                                             
                                                                                  
               Long CFD          615      1.8         16.4  Home furnishings         
               position                                     retailer              
                             -------     ----        -----                 
AZ Electronic                  3,005      1.7         16.1  Produces specialty    
Material                                                    chemical materials to 
                                                            circuit and flat panel
                                                            manufacturers         
                             -------     ----        -----                  
Abcam#         Ordinary        1,999                        Production and        
               shares                                       distribution of       
                                                            research grade        
               Long CFD          901      1.7         22.4  antibodies and        
               position                                     associated products   
                             -------     ----        -----              
Rathbone       Ordinary        1,778                                              
Brothers       shares                                                             
                                                                                  
               Long CFD          932      1.6         15.7  Private client fund   
               position                                     management            
                             -------     ----        -----                
Keller Group   Ordinary        1,709                                              
               shares                                                             
                                                                                  
               Long CFD          656      1.4         14.5  International ground  
               position                                     engineering           
                                                            specialist            
                             -------     ----        -----               
Paypoint                       2,322      1.3         19.4  Provision of payment  
                                                            solutions             
                             -------     ----        -----                
Inchcape                       2,304      1.3         11.6  Distribution and      
                                                            retail of cars and    
                                                            aftermarket services  
                             -------     ----        -----                
Bovis Homes    Ordinary        1,174                                              
Group          shares                                                             
                                                                                  
               Long CFD        1,112      1.3         19.6  House building        
               position                                                           
                             -------     ----        -----                  
Consort                        2,284      1.3         14.9  Manufacturer of drug  
Medical                                                     delivery devices      
                             -------     ----        -----                 
Coastal Energy                 2,236      1.3          9.7  Exploration and       
                                                            production of oil and 
                                                            natural gas in South  
                                                            East Asia             
                             -------     ----        -----            
Faroe          Ordinary        1,740                        Exploration for oil   
Petroleum#     shares                                       and gas offshore UK   
                                                            and Norway            
               Long CFD          411      1.2         30.1                        
               position                                                           
                             -------     ----        -----                 
Hyder                          2,137      1.2          9.2  Provision of          
Consulting                                                  engineering design    
                                                            services              
                             -------     ----        -----                
Galliford Try                  2,126      1.2         10.5  House building and    
                                                            construction          
                             -------     ----        -----                     
Fidessa Group                  2,109      1.2         18.2  Development and       
                                                            marketing of financial
                                                            trading and           
                                                            connectivity software 
                             -------     ----        -----               
St Modwen                      2,097      1.2         21.5  Property investment   
Properties                                                  and development       
                             -------     ----        -----                 
Devro                          2,094      1.2         15.2  Produces manufactured 
                                                            casings for food      
                                                            industry              
                             -------     ----        -----               
Headlam Group                  2,052      1.2         12.3  Distribution of       
                                                            carpets and other     
                                                            floor coverings       
                             -------     ----        -----                    
Blinkx#        Ordinary        1,606                        Supply of video       
               shares                                       technology and an     
                                                            online catalogue to   
               Long CFD          337      1.1         27.8  enable video clips to 
               position                                     be viewed             
                             -------     ----        -----                      
Xaar           Ordinary        1,206                        Design and manufacture
               shares                                       of industrial         
                                                            printheads used in    
               Long CFD          669      1.1         17.9  inkjet printers       
               position                                                           
                             -------     ----        -----                  
Avon Rubber                    1,823      1.0         11.8  Production of safety  
                                                            masks and dairy       
                                                            related products      
                             -------     ----        -----            
Hunting        Ordinary        1,338                                              
               shares                                                             
                                                                                  
               Long CFD          407      1.0         14.6  Oil and gas services  
               position                                                           
                             -------     ----        -----            
Clarkson                       1,710      1.0         14.6  Shipbroking and       
                                                            related activities    
                             -------     ----        -----        
ITHACA Energy                  1,651      1.0          7.7  Exploration for oil   
                                                            and gas in the North  
                                                            Sea                   
                             -------     ----        -----           
City of London                 1,608      0.9         10.7  Management of         
Investment                                                  investment funds      
Group                                                       primarily invested in 
                                                            emerging markets      
                             -------     ----        -----     
Cineworld                      1,583      0.9         12.5  Operation of cinemas  
Group                                                       in the UK             
                             -------     ----        -----       
Hargreaves                     1,547      0.9          5.1  Mining, importing,    
Services#                                                   processing and supply 
                                                            of coal and related   
                                                            products              
                             -------     ----        -----      
UTV Media                      1,532      0.9          7.7  Broadcasting and media
                                                            company               
                             -------     ----        -----         
Paragon Group                  1,529      0.9         10.1  Lending services      
of Companies                                                                      
                             -------     ----        -----               
Renishaw       Ordinary        1,178                        Design and manufacture
               shares                                       of instruments used   
                                                            for calibration       
               Long CFD          336      0.9         18.3  purposes              
               position                                                           
                             -------     ----        -----             
Elementis                      1,512      0.9         17.3  Manufacture of        
                                                            additives that enhance
                                                            the feel, flow and    
                                                            finish of everyday    
                                                            products              
                             -------     ----        -----                  
Lookers                        1,498      0.9         11.0  Motor vehicle         
                                                            distributor           
                             -------     ----        -----             
Fuller Smith & Ordinary       1,119                                               
Turner         shares                                                             
                                                                                  
               Long CFD         377       0.9         17.8  Beer brewer, and pub  
               position                                     operator              
                             -------     ----        -----     
Polar Capital                 1,478       0.8         16.7  Investment management 
                             -------     ----        -----                 
Hutchison                     1,470       0.8            -  Development and supply
China Meditech#                                             of traditional Chinese
                                                            medicines to the      
                                                            Chinese market        
                             -------     ----        -----                        
Salamander                    1,458       0.8         37.5  Exploration and       
Energy                                                      production of oil and 
                                                            gas, focused on South 
                                                            East Asia             
                             -------     ----        -----                      
Gemfields                     1,450       0.8         18.1  Mining and sale of    
                                                            emeralds and other    
                                                            coloured precious     
                                                            stones                
                             -------     ----        -----                  
Anite                         1,416       0.8         18.3  Supplies software     
                                                            globally in           
                                                            telecommunications and
                                                            travel markets        
                             -------     ----        -----         
Vectura Group                 1,388       0.8            -  Developing inhaled    
                                                            therapies for         
                                                            respiratory diseases  
                             -------     ----        
TT Electronics                1,388       0.8         10.8  Manufacture of        
                                                            electronic and        
                                                            electrical components 
                             -------     ----        -----
Majestic Wine                 1,363       0.8         16.6  Operator of wine      
                                                            warehouse chain       
                             -------     ----        -----     
50 largest                                        
investments                  122,084     70.1                            
                             -------     ----                        
In addition, the Company has long only equity investments in 106 companies and 
57 long and short CFD positions at the year end.  The long CFD positions in the 
table above state the market value of the securities underlying the long CFD 
positions.
                                                                                  

* Prospective PE ratio derived using late 2011 analyst estimates and relates to the next set of full year results for each company.

# Traded on the Alternative Investment Market ("AIM") of the London Stock  
      
Exchange.                                                                         
                                                                                  
All investments are in equity shares unless otherwise stated.                     
                                                                                  
Disclosure of the Company's smaller holdings would not add materially to   

shareholders' understanding of the Company's portfolio structure and priority investment themes, hence only the fifty largest investments have been

disclosed.                                                                 

Comparative for ten largest investments

Company                                                        2011     
                                                             Market  
                                                              value        % of 
                                                              £'000  net assets   
                                                                                
Bellway                                                       2,788         1.9 
                                                                                
Howden Joinery Group                                          2,034         1.4 
                                                                                
Oxford Instruments                         Ordinary shares    3,900         3.7 
                                           Long CFD position  1,628             
                                                                                
Senior Engineering                         Ordinary shares    2,350         2.4 
                                           Long CFD position  1,191             
                                                                                
Aveva Group                                Ordinary shares    3,175         2.9 
                                           Long CFD position  1,163             
                                                                                
Ashtead Group                              Ordinary shares    1,592         1.7 
                                           Long CFD postion     923             
                                                                                
Booker Group                               Ordinary shares    2,086         2.2    
                                           Long CFD position  1,150             
                                                                                
Restaurant Group                                              1,917         1.3 
                                                                                
ITE Group                                  Ordinary shares    2,490         2.0 
                                           Long CFD position    504             
                                                                                
Workspace Group                                               1,681         1.1 
Distribution of Investments
as at 30 November 2012
Sector                               %                                   
                                    of            %            %            %
                                  long           of           of           of  
                                equity         long        short          net 
                                  only          CFD          CFD        asset 
                             portfolio    portfolio    portfolio        value
Oil & Gas Producers                6.2          0.2          0.0          6.4 
                                                                              
Oil Equipment, Services &  
Distribution                       0.9          0.2          0.0          1.1
                                                                              
Oil & Gas                          7.1          0.4          0.0          7.5 
                                 -----         ----        -----        -----
                                                                              
Chemicals                          5.6          0.7          0.0          6.3 
                                                                              
Basic Resources                    5.0          0.2         -0.1          5.1 
                                                                              
Basic Materials                   10.6          0.9         -0.1         11.4 
                                 -----         ----        -----        -----
                                                                              
Construction & Materials           2.1          0.4         -0.7          1.8 
                                                                              
Aerospace & Defence                2.1          0.7         -0.3          2.5 
                                                                              
General Industrials                1.0          0.0         -0.3          0.7 
                                                                              
Electronic & Electrical   
Equipment                          5.3          2.1         -1.1          6.3
                                                                              
Industrial Engineering             0.7          0.9         -0.4          1.2 
                                                                              
Industrial Transportation          2.2          0.0         -0.4          1.8 
                                                                              
Support Services                   8.6          1.7         -2.7          7.6 
                                                                              
Total Industrials                 22.0          5.8         -5.9         21.9 
                                 -----         ----        -----        ----- 
Food & Beverage                    1.6          0.0         -0.4          1.2 
                                                                              
Personal & Household Goods         4.7          1.3         -0.5          5.5 
                                                                              
Consumer Goods                     6.3          1.3         -0.9          6.7 
                                 -----         ----        -----        ----- 
Health Care Equipment and 
Services                           3.1          0.0         -0.3          2.8 
                                                                              
Pharmaceuticals &  
Biotechnology                      4.8          0.5         -0.3          5.0 
                                                                              
Health Care Equipment and   
Services                           7.9          0.5         -0.6          7.8 
                                 -----         ----        -----        ----- 
Food & Drug Retailers              2.5          0.6         -0.6          2.5 
                                                                              
General Retailers                  6.7          0.6         -1.3          6.0 
                                                                              
Media                              4.8          0.9          0.0          5.7 
                                                                              
Travel & Leisure                   5.7          0.8         -0.7          5.8 
                                                                              
Consumer Services                 19.7          2.9         -2.6         20.0 
                                 -----         ----        -----        ----- 
Fixed Line           
Telecommunications                 1.2          0.0         -0.2          1.0
                                                                              
Telecommunications                 1.2          0.0         -0.2          1.0 
                                 -----         ----        -----        ----- 
Gas, Water &        
Multiutilities                     0.3          0.0          0.0          0.3
                                                                              
Utilities                          0.3          0.0          0.0          0.3 
                                 -----         ----        -----        ----- 
Real Estate Investment &   
Services                           3.1          0.4          0.0          3.5
                                                                              
Real Estate Investment 
Trusts                             1.9          0.7          0.0          2.6 
                                                                              
Financial Services                 6.8          0.5          0.0          7.3 
                                                                              
Financials                        11.8          1.6          0.0         13.4 
                                 -----         ----        -----        ----- 
Software & Computer  
Services                           7.1          1.4          0.0          8.5 
                                                                              
Technology Hardware & 
Equipment                          1.0          0.5          0.0          1.5 
                                                                              
Technology                         8.1          1.9          0.0         10.0 
                                 -----         ----        -----        ----- 
Total investments                 95.0         15.3        -10.3        100.0 
                                 =====         ====        =====        ===== 
The above percentages are calculated based on the net portfolio at 30 November
2012. The net portfolio is calculated as long equity portfolio plus long CFD
portfolio less short CFD portfolio.

Portfolio by main index membership at 30 November 2012 - Gross Basis(1)

Index                          % of portfolio       
                                                        
FTSE 250                           56.2                 
FTSE AIM                           23.9                 
FTSE Small Cap                     15.7                 
Other                               2.9                  
FTSE Fledgling                      1.3                  
Source: BlackRock.

1. Long and short CFD portfolios in aggregate plus long portfolio.

Portfolio by main index membership at 30 November 2012 - Net Basis(2)

Index                          % of portfolio      
FTSE 250                           49.7                
FTSE AIM                           28.8                
FTSE Small Cap                     16.7                
Other                               3.2                 
FTSE Fledgling                      1.6                 
Source: BlackRock.

2. Long CFD portfolio less short CFD portfolio plus long only portfolio.

Market capitalisation as at 30 November 2012

                            % of net portfolio  
Long Positions                                         
£1bn +                             27.6               
£400m - £1bn                       34.9                
£100m - £400m                      34.3                
£0 - 100m                          13.5                
Short Positions                                        
£1bn +                             -2.3                
£400m - £1bn                       -5.8                
£100m - £400m                      -2.1                
£0 - 100m                          -0.1                
Source: BlackRock.

Position size as at 30 November 2012

                            % of net portfolio   
Long Positions                                          
£0m - £1m                          33.8                 
£1m - £2m                          40.6                 
£2m +                              35.9                 
Short Positions                                         
£0m - £1m                          -9.8                 
£1m - £2m                          -0.5               
Source: BlackRock.

Historical Record 
Assets
Year to 30 November             Total                           
                               assets                                                    Mid-market 
                                 less       Long         Equity          NAV                  price 
                              current       term  sharehodlers'          per                    per
                          liabilities  borrowing          funds        share     Change       share 
                                   £m         £m             £m            p          %           p
                                                                                                      
2012                            174.1          -          174.1        238.0      +17.8       193.3 
2011                            147.8          -          147.8        202.1       -5.0       170.0 
2010                            127.3          -          127.3        212.8      +47.5       163.0 
2009                            106.9          -          106.9        144.3      +54.2       115.8 
2008                        (1)  77.0          -           77.0         93.5  (4) -51.9        62.8 
2007                            304.7       32.2          272.5    (2) 194.6       -2.4       152.0 
2006                            358.4       32.2          326.2    (2) 199.4      +16.2       164.3 
2005                        (2) 345.6   (2) 32.2      (2) 313.4  (2,3) 171.6      +27.8       142.0 
2004                        (3) 340.7   (3) 32.2      (3) 308.6  (2,3) 134.3      +28.0       110.3 
2003                            277.6       34.1          243.4    (2) 104.9      +35.4        84.0 
                                                                                                      
1. Reduction from a tender offer and reorganisation of the Company in 2008, as                        
well as market movements.                                                                             
                                                                                                      
2. Prior charges at par.                                                                              
                                                                                                      

3. Restated for changes in accounting policies: the principal changes were to

value investments at bid (previously mid) market value and to account for                             
dividends in the period in which they are paid.                                                       
                                                                                                      
4. Includes £5.5 million in respect of the write-back of prior years' VAT.
                           
Revenue
Year to 30 November                     Net          Revenue        
                                    revenue           return        Dividends 
                                      after              per              per 
                                   taxation            share            share 
                                         £m                p                p  
                                                                              
2012                                    2.6             3.51             3.32 
2011                                    2.1             3.29             3.15 
2010                                    1.9             2.85             3.00 
2009                                    3.1             3.86         (5) 2.75 
2008                                    4.8             3.85         (5) 2.40 
2007                                    2.3             1.54             2.20 
2006                                    3.3             1.84             2.00 
2005                                    3.2             1.58             1.75 
2004                                    3.6             1.55             1.60 
2003                                    3.3             1.40             1.50 
                                                                              
5. Dividends per share do not include special dividends of 2.00 pence per     
share paid in 2009 and 3.00 pence per share paid in 2008.                     
Consolidated Statement of Comprehensive Income
for the year ended 30 November 2012
                                 Revenue    Revenue    Capital    Capital      Total      Total 
                                    2012       2011       2012       2011       2012       2011 
                        Notes      £'000      £'000      £'000      £'000      £'000      £'000 
                                                                                                
Gains/(losses) on   
investments held at                                                                             
fair value through                                                                              
profit or loss                         -          -     26,521       (522)    26,521       (522)
                                                                                                
Net returns on   
contracts for                                                                                   
difference                           (52)        26      1,870      3,964      1,818      3,990
                                                                                                
Income from investments   
held at fair value                                                                              
through profit or loss      3      3,382      2,727          -          -      3,382      2,727
                                                                                                
Other income                3          9         24          -          -          9         24 
                                   -----      -----     ------      -----     ------      ----- 
Total revenue                      3,339      2,777     28,391      3,442     31,730      6,219 
                                   -----      -----     ------      -----     ------      ----- 
Investment management 
and performance fees        4       (369)      (320)    (2,368)    (2,779)    (2,737)    (3,099)
                                                                                                
Other expenses              5       (404)      (378)         -          -       (404)      (378)
                                   -----      -----     ------      -----     ------      ----- 
Total operating 
expenses                            (773)      (698)    (2,368)    (2,779)    (3,141)    (3,477)
                                   -----      -----     ------      -----     ------      ----- 
Net profit before 
finance costs and                                                                               
taxation                           2,566      2,079     26,023        663     28,589      2,742 
                                                                                                
Finance costs                         (2)        (5)         -          -         (2)        (5)
                                   -----      -----     ------      -----     ------      ----- 
Profit on ordinary 
activities before                                                                               
taxation                           2,564      2,074     26,023        663     28,587      2,737 
                                   -----      -----     ------      -----     ------      ----- 
Taxation credit/      
(charge) on ordinary                                                                            
activities                             -          4          -          -          -          4 
                                   -----      -----     ------      -----     ------      ----- 
Net profit for the year  
after taxation                     2,564      2,078     26,023        663     28,587      2,741
                                   =====      =====     ======      =====     ======      ===== 
Earnings per ordinary 
share - basic and                                                                               
diluted                     7      3.51p      3.29p     35.58p      1.05p     39.09p      4.34p 
                                   =====      =====     ======      =====     ======      ===== 
The total column of this statement represents the Consolidated Statement of
Comprehensive Income, prepared in accordance with International Financial
Reporting Standards ("IFRS"), as adopted by the European Union. The
supplementary revenue and capital columns are both prepared under guidance
published by the Association of Investment Companies ("AIC"). All items in the
above statement derive from continuing operations. No operations were acquired
or discontinued during the year. All income is attributable to the equity
holders of The Throgmorton Trust PLC. There are no minority interests.

The net profit of the Company for the year was £28,587,000 (2011: £2,741,000).

The Group does not have any other recognised gains or losses. The net profit for the year disclosed above represents the Group's total comprehensive income.

Statements of Changes in Equity
for the year ended 30 November 2012
Group                               Called     
                                        up      Share                Capital
                                     share    premium    Special  redemption    Capital    Revenue    
                                   capital    account    reserve     reserve   reserves    reserve      Total
                          Notes      £'000      £'000      £'000       £'000      £'000      £'000      £'000
For the year ended 
30 November 2012                                                                                          
                                                                                                              
At 30 November 2011                  4,026     21,049     35,272      11,905     69,339      6,183    147,774 
                                                                                                              
Total Comprehensive                                                                                           
Income:                                                                                                       
                                                                                                              
Net profit for the year                  -          -          -           -     26,023      2,564     28,587 
                                                                                                              
Transactions with owners,                                                                                     
recorded directly to                                                                                          
equity:                                                                                                       
                                                                                                              
Write back of share issue 
costs                                    -          -          -           -          6          -          6 
                                                                                                              
Write back of             
subscription share issue                                                                                      
costs                                    -          -          -           -         10          -         10
                                                                                                              
Refund of unclaimed   
dividends                                -          -          -           -          -          8          8 
                                                                                                              
Dividends paid and       
declared (see (a) below)      6          -          -          -           -          -     (2,318)    (2,318) 
                                     -----     ------     ------      ------     ------      -----    ------- 
At 30 November 2012                  4,026     21,049     35,272      11,905     95,378      6,437    174,067 
                                     -----     ------     ------      ------     ------      -----    ------- 
For the year ended                                                                                          
30 November 2011                                                                                             
                                                                                                              
At 30 November 2010                  3,494      2,147     35,272      11,905     68,646      5,832    127,296 
                                                                                                              
Total Comprehensive                                                                                           
Income:                                                                                                       
                                                                                                              
Net profit for the year                  -          -          -           -        663      2,078      2,741 
                                                                                                              
Transactions with owners,                                                                                     
recorded directly to                                                                                          
equity:                                                                                                       
                                                                                                              
Exercise of subscription  
shares                                 532     18,902          -           -          -          -     19,434 
                                                                                                              
Write back of share issue 
costs                                    -          -          -           -         30          -         30 
                                                                                                              
Refund of unclaimed 
dividends                                -          -          -           -          -        121        121 
                                                                                                              
Dividends paid and       
declared (see (b) below)      6          -          -          -           -          -     (1,848)    (1,848)
                                     -----     ------     ------      ------     ------      -----    ------- 
At 30 November 2011                  4,026     21,049     35,272      11,905     69,339      6,183    147,774 
                                     -----     ------     ------      ------     ------      -----    ------- 
Company                                                                                                       
                                                                                                              
For the year ended 
30 November 2012                                                                                                 
                                                                                                              
At 30 November 2011                  4,026     21,049     35,272      11,905     70,737      4,785    147,774 
                                                                                                              
Total Comprehensive                                                                                           
Income:                                                                                                       
                                                                                                              
Net profit for the year                  -          -          -           -     25,927      2,660     28,587 
                                                                                                              
Transactions with owners,                                                                                     
recorded directly to                                                                                          
equity:                                                                                                       
                                                                                                              
Write back of share issue 
costs                                    -          -          -           -          6          -          6 
                                                                                                              
Write back of             
subscription share issue                                                                                      
costs                                    -          -          -           -         10          -         10 
                                                                                                              
Refund of unclaimed 
dividends                                -          -          -           -          -          8          8 
                                                                                                              
Dividends paid and      
declared (see (a) below)      6          -          -          -           -          -     (2,318)    (2,318)
                                     -----     ------     ------      ------     ------      -----    ------- 
At 30 November 2012                  4,026     21,049     35,272      11,905     96,680      5,135    174,067 
                                     -----     ------     ------      ------     ------      -----    ------- 
For the year ended                                                                                          
30 November 2011                                                                                                 
                                                                                                              
At 30 November 2010                  3,494      2,147     35,272      11,905     70,127      4,351    127,296 
                                                                                                              
Total Comprehensive                                                                                           
Income:                                                                                                       
                                                                                                              
Net profit for the year                  -          -          -           -        580      2,161      2,741 
                                                                                                              
Transactions with owners,                                                                                     
recorded directly to                                                                                          
equity:                                                                                                       
                                                                                                              
Exercise of subscription  
shares                                 532     18,902          -           -          -          -     19,434 
                                                                                                              
Write back of share issue  
costs                                    -          -          -           -         30          -         30 
                                                                                                              
Refund of unclaimed  
dividends                                -          -          -           -          -        121        121 
                                                                                                              
Dividends paid and       
declared (see (b) below)      6          -          -          -           -          -     (1,848)    (1,848)
                                     -----     ------     ------      ------     ------      -----    ------- 
At 30 November 2011                  4,026     21,049     35,272      11,905     70,737      4,785    147,774 
                                     =====     ======     ======      ======     ======      =====    ======= 
                                                                                                              
a. Final dividend of 2.55p per share for the year ended 30 November 2011,                                     
declared on 22 February 2012 and paid on 5 April 2012, interim dividend of 

0.62p per share for the year ended 30 November 2012, declared on 13 July 2012

and paid on 24 August 2012.                                                                                   
                                                                                                              
b. Final dividend of 2.42p per share for the year ended 30 November 2010,  

declared on 4 February 2011 and paid on 25 March 2011 and interim dividend of

0.60p per share for the year ended 30 November 2011, declared on 27 July 2011

and paid on 31 August 2011.                                                                                   
Statements of Financial Position
as at 30 November 2012
                                            Group    Company      Group    Company 
                                             2012       2012       2011       2011 
                                 Notes      £'000      £'000      £'000      £'000 
Non current assets                                                                 
                                                                                   
Investments held at fair value
through profit or loss                    173,933    175,555    145,444    147,162 
                                          -------    -------    -------    ------- 
Current assets                                                                     
                                                                                   
Other receivables                             590        590        228        228 
                                                                                   
Amounts due in respect of 
contracts for difference                      377        377        815        815 
                                                                                   
Cash held on margin deposit with  
broker                                          -          -         21         21
                                                                                   
Cash                                        2,012        390      4,598      4,094 
                                          -------    -------    -------    ------- 
                                            2,979      1,357      5,662      5,158 
                                          -------    -------    -------    ------- 
Total assets                              176,912    176,912    151,106    152,320 
                                                                                   
Current liabilities                                                                
                                                                                   
Other payables                             (2,543)    (2,543)    (2,734)    (3,948)
                                                                                   
Collateral pledged in respect of 
contracts for difference                     (302)      (302)      (598)      (598)
                                          -------    -------    -------    ------- 
                                           (2,845)    (2,845)    (3,332)    (4,546)
                                          -------    -------    -------    ------- 
Net assets                                174,067    174,067    147,774    147,774 
                                          =======    =======    =======    ======= 
Equity attributable to equity                                              
       
holders                                                                            
                                                                                   
Called up share capital              8      4,026      4,026      4,026      4,026 
Share premium account                9     21,049     21,049     21,049     21,049 
Special reserve                      9     35,272     35,272     35,272     35,272 
Capital redemption reserve           9     11,905     11,905     11,905     11,905 
Capital reserves                     9     95,378     96,680     69,339     70,737 
Revenue reserve                      9      6,437      5,135      6,183      4,785 
Total equity shareholders' funds          174,067    174,067    147,774    147,774 
                                          =======    =======    =======    ======= 
Net asset value per ordinary  
share                                7    238.02p    238.02p    202.07p    202.07p
                                          =======    =======    =======    ======= 
Cash Flow Statements
for the year ended 30 November 2012
                                             2012       2012       2011       2011 
                                            Group    Company      Group    Company 
                                            £'000      £'000      £'000      £'000 
                                                                                   
Operating activities                                                               
                                                                                   
Net profit before taxation                 28,587     28,587      2,737      2,737 
                                                                                   
Add back interest paid                        299        299        204        204 
                                                                                   
Gains on investments and contracts for
difference held at fair value through                                              
profit or loss including transaction                                       
       
costs                                     (28,690)   (28,594)    (3,653)    (3,570)
                                                                                   
Net movement on foreign exchange                -          -          1    

1

                                                                                   
Sales of investments held at fair value 
through profit or loss                     84,256     84,256     78,397    

78,397

                                                                                   
Purchases of investments held at fair 
value through profit or loss              (86,224)   (86,224)   (89,735)  

(89,735)

                                                                                   
Net realised gains on contracts for  
difference                                  2,607      2,607     11,425     11,425
                                                                                   
Decrease/(increase) in other
receivables                                    12         12        (42)       (42)
                                                                                   
(Increase)/decrease in amounts due from 
brokers                                      (361)      (361)       413    

413

                                                                                   
Increase/(decrease) in amounts due to 
brokers                                        37         37       (739)      (739)
                                                                                   
Decrease in other payables                   (212)    (1,426)    (5,218)    (5,202)
                                            -----      -----      -----      ----- 
Net cash inflow/(outflow) from       
operating activities before interest                                       
       
and taxation                                  311       (807)    (6,210)    (6,111)
                                            -----      -----      -----      ----- 
Interest paid                                (299)      (299)      (204)      (204)
                                                                                   

Taxation recovered on overseas income (13) (13) 5

5

                                            -----      -----      -----      ----- 
Net cash outflow from operating 
activities                                     (1)    (1,119)    (6,409)    (6,310)
                                            -----      -----      -----      ----- 
Financing activities                                                               
                                                                                   
Distributions to tender shareholders/ 
tender costs paid                               -          -       (562)   

(562)

                                                                                   
Proceeds from exercise of subscription 
shares                                          -          -     19,434    

19,434

Subscription share issue costs paid             -          -         (5)   

(5)

Refund of unclaimed dividends                   8          8        121    
   121 
                                                                                   
Dividends paid                             (2,318)    (2,318)    (1,848)    (1,848)
                                            -----      -----      -----      ----- 
Net cash (outflow)/inflow from 
financing activities                       (2,310)    (2,310)    17,140    

17,140

                                            -----      -----      -----      ----- 
(Decrease)/Increase in cash and cash
equivalents                                (2,311)    (3,429)    10,731    

10,830

Effect of foreign exchange rate changes - - (1)

(1)

                                            -----      -----      -----     

----- Change in cash and cash equivalents (2,311) (3,429) 10,730 10,829

 
                                                                                   
Cash and Cash equivalents at the start 
of year                                     4,021      3,517     (6,709)   

(7,312)

                                            -----      -----      -----      ----- 
Cash and cash equivalents at the end of  
the year                                    1,710         88      4,021      3,517
                                            -----      -----      -----      ----- 
Comprised of:                                                                      
                                                                                   

Cash held on margin deposit with broker - - 21

    21 
                                                                                   
Cash                                        2,012        390      4,598      4,094 
                                                                                   
Collateral pledged in respect of
contracts for difference                     (302)      (302)      (598)      (598)
                                            -----      -----      -----      ----- 
Total                                       1,710         88      4,021      3,517 
                                            =====      =====      =====      ===== 
Notes to the Financial Statements

1. Principal activity

The principal activity of the Company is that of an investment trust company within the meaning of section 1158 of the Corporation Tax Act 2010.

The Company has two subsidiaries, The Third Throgmorton Trust Limited the
principal activity of which was investment dealing in shares and other
investments and T.T. Finance PLC which acted as a financing subsidiary. Neither
company traded during the year and procedure for winding up these subsidiaries
has commenced.
2. Accounting policies

The policies set out below have been applied consistently throughout the year.

(a) Basis of preparation

The financial statements of the Group have been prepared in accordance with
International Financial Reporting Standards ("IFRS") as adopted by the European
Union and as applied in accordance with the provisions of the Companies Act
2006. These comprise standards and interpretations of the International
Accounting Standards and Standard Interpretations Committee as approved by the
International Accounting Standards Committee that remain in effect, to the
extent that IFRS have been adopted by the European Union. Insofar as the
Statement of Recommended Practice ("SORP"), revised in January 2009, is
compatible with IFRS, the financial statements have been prepared in accordance
with guidance set out in the SORP for investment trust companies and venture
capital trusts issued by the AIC.

The functional currency of the Group is UK pounds sterling as this is the currency of the primary economic environment in which the Group operates. All values are rounded to the nearest thousand pounds (£'000) except where otherwise stated.

A number of new standards, amendments to standards and interpretations are
effective for annual periods beginning after December 2012, and have not been
applied in preparing these financial statements. None of these are expected to
have a significant effect on the measurement of the amounts recognised in the
financial statements of the Group. However, IFRS 9 "Financial Instruments"
issued in November 2009 will change the classification of financial assets, but
is not expected to have an impact on the measurement basis of the financial
assets since the majority of the Group's financial assets are measured at fair
value through profit or loss.
IFRS 9 (effective 1 January 2015) deals with classification and measurement of
financial assets and its requirements represent a significant change from the
existing requirements in IAS 39 in respect of financial assets. The standard
contains two primary measurement categories for financial assets: at amortised
cost and fair value. A financial asset would be measured at amortised cost if
it is held within a business model whose objective is to hold assets in order
to collect contractual cash flows, and the asset's contractual terms give rise
on specified dates to cash flows that are solely payments of principal and
interest on the principal outstanding. All other financial assets would be
measured at fair value. The standard eliminates the existing IAS 39 categories
of "held to maturity", "available for sale" and "loans and receivables".
The standard is effective for annual periods beginning on or after 1 January
2015 but is not yet approved by the EU. Earlier application is permitted. The
Company does not plan to adopt this standard early.

IFRS 10 Consolidated Financial Statements (effective 1 January 2013) establishes a single control model that applies to all entities including special purpose entities. The changes introduced by IFRS 10 will require management to exercise significant judgement to determine which entities are controlled, and therefore are required to be consolidated by a parent. The standard is not likely to have any impact on the Group.

IFRS 11 Joint Arrangements (effective 1 January 2013) removes the option to account for jointly controlled entities (JCEs) using proportionate consolidation. This is not applicable to the Group as it holds no interests in joint arrangements.

IFRS 12 Disclosure of Involvement with Other Entities (effective 1 January 2013) now requires additional disclosures that relate to an entity`s interests in subsidiaries, joint arrangements, associates and structured entities.

The Board is reviewing the standard to determine its effect on the Group and Company financial statements.

IFRS 13 Fair Value measurement (effective 1 January 2013) establishes a single
source of guidance under IFRS for all fair value measurements. It does not
change when an entity is required to use fair value, but rather provides
guidance on how to measure fair value under IFRS when fair value is required or
permitted.

The Group is currently assessing the impact that this standard will have on its financial position and performance.

(b) Consolidation

The consolidated financial statements incorporate the financial statements of the Company and its subsidiary undertakings, T.T. Finance PLC and The Third Throgmorton Trust Limited, made up to 30 November 2012.

The Company has taken advantage of the exemption provided under section 408 of
the Companies Act 2006 not to publish its individual Statement of Comprehensive
Income and related notes. All of the Group's operations are of a continuing
nature.

(c) Presentation of Consolidated Statement of Comprehensive Income

In order to reflect better the activities of an investment trust company and in
accordance with guidance issued by the AIC, supplementary information which
analyses the Consolidated Statement of Comprehensive Income between items of a
revenue and a capital nature has been presented alongside the Consolidated
Statement of Comprehensive Income. In accordance with the Company's status as a 
UK investment company under section 533 of the Companies Act 2006 and section 
1158 of the Corporation Tax Act 2010, net capital returns may not be distributed 
by way of dividend.

(d) Investments held at fair value through profit or loss

The Group's investments are classified as held at fair value through profit or
loss in accordance with IAS 39 "Financial Instruments: Recognition and
Measurement" and are managed and evaluated on a fair value basis in accordance
with its investment strategy.
All investments are designated upon initial recognition as held at fair value
through profit or loss. Purchases of investments are recognised on a trade date
basis. The sales of assets are recognised at the trade date of the disposal.
Proceeds are measured at fair value, which is regarded as the proceeds of sale
less any transaction costs.
The fair value of the long only portfolio is the bid price of the securities,
without deduction for estimated future selling costs. Under IFRS, the
investments in the subsidiaries are carried at fair value which is deemed to be
the total equity of the subsidiaries.

Unquoted investments are valued by the Directors at fair value using International Private Equity and Venture Capital Valuation Guidelines.

These policies apply to all current and non current asset investments of the Company and Group.

Changes in the value of investments held at fair value through profit or loss
and gains and losses on disposal are recognised in the Consolidated Statement
of Comprehensive Income as "Gains or losses on investments held at fair value
through profit or loss". Also included within this heading are transaction
costs in relation to the purchase or sale of investments.

(e) Derivatives

Derivatives are held at fair value based either on traded prices or Directors'
fair valuation to the extent that traded prices are unavailable. Gains and
losses on derivative transactions are recognised in the Consolidated Statement
of Comprehensive Income. They are recognised as capital and are shown in the
capital column of the Consolidated Statement of Comprehensive Income if they
are of a capital nature, and are recognised as revenue and shown in the revenue
column of the Consolidated Statement of Comprehensive Income if they are of a
revenue nature. To the extent that any gains or losses are of a mixed revenue
and capital nature, they are apportioned between revenue and capital
accordingly.

(f) Segmental reporting

The Directors are of the opinion that the Group is engaged in a single segment of business being investment business.

(g) Income

Dividends receivable on equity shares are recognised on an ex-dividend basis.
Where no ex-dividend date is available, dividends receivable on or before the
year end are treated as revenue for the year. Provisions are made for any
dividends not expected to be received. Fixed returns on non equity securities
are recognised on a time apportionment basis so as to reflect the effective
yield of the security.

Special dividends are treated as a capital receipt or revenue receipt depending on the facts or circumstances of each particular case.

Interest income and expenses are accounted for on an accruals basis.

(h) Expenses

All expenses, including finance costs, are accounted for on an accruals basis. Expenses have been charged wholly to the revenue column of the Consolidated Statement of Comprehensive Income, except as follows:

- expenses including finance costs which are incidental to the acquisition or disposal of investments are included within the cost of the investments. Details of transaction costs on the purchases and sales of investments are disclosed in note 11 on page 43 of the annual report.

- the investment management fee has been allocated 75% to the capital column
and 25% to the revenue column of the Consolidated Statement of Comprehensive
Income in line with the Board's expected long term split of returns, in the
form capital gains and income respectively, from the investment portfolio.

- performance fees have been allocated 100% to the capital column of the Consolidated Statement of Comprehensive Income, as performance has been predominantly generated through capital returns of the investment portfolio.

(i) Finance costs

Finance costs are accounted for on an accrual basis. Finance costs are
allocated, insofar as they relate to the financing of the Group's investments,
75% to the capital column and 25% to the revenue column of the Consolidated
Statement of Comprehensive Income, in line with the Board's expected long term
split of returns, in the form capital gains and income respectively, from the
investment portfolio.
(j) Taxation
The tax expense represents the sum of the tax currently payable and deferred
tax. The tax currently payable is based on the taxable profit for the period.
Taxable profit differs from net profit as reported in the Consolidated
Statement of Comprehensive Income because it excludes items of income or
expenses that are taxable or deductible in other years and it further excludes
items that are never taxable or deductible. The Company's liability for current
tax is calculated using tax rates that were applicable at the balance sheet
date.
Deferred taxation is recognised in respect of all temporary differences at the
financial reporting date, where transactions or events that result in an
obligation to pay more taxation in the future or right to pay less taxation in
the future have occurred at the financial reporting date. This is subject to
deferred taxation assets only being recognised if it is considered more likely
than not that there will be suitable profits from which the future reversal of
the temporary differences can be deducted.
Where expenses are allocated between capital and revenue any tax relief in
respect of the expenses is allocated between capital and revenue returns on the
marginal basis using the Company's effective rate of corporation taxation for
the accounting period.
(k) Dividends payable
Under IFRS, final dividends, should not be accrued in the financial statements
unless they have been approved by shareholders before the financial reporting
date. Interim dividends should not be accrued in the financial statements
unless they have been paid.
Dividends payable to equity shareholders are recognised in the Statement of
Changes in Equity when they have been approved by shareholders in the case of a
final dividend, or paid in the case of an interim dividend, and have become a
liability of the Company.

(l) Cash and cash equivalents

Cash comprises cash in hand and demand deposits. Cash equivalents are short term, highly liquid investments, that are readily convertible to known amounts of cash and that are subject to an insignificant risk of changes in value.

In the Statements of Financial Position and Cash Flow Statements, cash balances
have been further analysed between cash held on margin deposit with brokers.
The comparatives for prior year cash balances have also been updated to provide
this additional analysis; cash held on margin deposit with brokers amounted to
£21,000 at 30 November 2011 for the Group and Company.
3. Income
                                                                 2012       2011 
                                                                £'000      £'000 
                                                                                 
Investment Income:                                                               
UK listed dividends                                             3,208      2,578 
Overseas listed dividends                                         174        145 
Scrip dividend                                                      -          4 
                                                                -----      ----- 
                                                                3,382      2,727 
                                                                -----      ----- 
Other income:                                                                    
Deposit interest                                                    9          5 
Underwriting commission                                             -         19 
                                                                -----      ----- 
                                                                    9         24 
                                                                -----      ----- 
Total                                                           3,391      2,751 
                                                                =====      ===== 
Total income comprises:                                                          
Dividends                                                       3,382      2,727 
Interest                                                            9          5 
Other income                                                        -         19 
                                                                -----      ----- 
                                                                3,391      2,751 
                                                                =====      ===== 

4. Investment management and performance fees

                                      2012                             2011               
                         Revenue    Capital      Total    Revenue    Capital      Total 
                           £'000      £'000      £'000      £'000      £'000      £'000 
                                                                                        
Investment management fee    369      1,107      1,476        320        957      1,277 
Performance fee                -      1,261      1,261          -      1,822      1,822 
                             ---      -----      -----        ---      -----      ----- 
Total                        369      2,368      2,737        320      2,779      3,099 
                             ===      =====      =====        ===      =====      ===== 
The terms of the investment management agreement with BlackRock provide for a
basic management fee, payable quarterly in arrears, of 0.7% per annum on the
gross asset value of the Company's long only portfolio plus the gross value of
the underlying equities, long and short, to which the Company is exposed to
derivatives through the CFD portfolio. In addition, BlackRock is entitled to a
performance fee of 12.5% of any net asset value (total return) outperformance
against the Numis Smaller Companies plus AIM (excluding Investment Companies) 
Index (the "Benchmark Index"). Details of the Company's investment management 
agreement with BlackRock are given on page 16 of the annual report.
Performance fees have been wholly allocated to the capital column of the
Consolidated Statement of Comprehensive Income as the performance has been
predominantly generated through capital returns from the investment portfolio.
As at 30 November 2012, there was a performance fee payable to the Investment
Manager of £1,261,000 (2011: £1,822,000).

5. Other operating activities

                                                                 2012       2011 
                                                                Total      Total 
                                                                £'000      £'000 
(a) Other operating expenses                                               
     
                                                                                 
Auditor's remuneration:                                                          
- audit services                                                   28         28 
- other audit services                                              5          5 
Registrar's fee                                                    32         37 
Directors' remuneration                                           110        116 
Other administrative costs                                        229        192 
                                                                 ----       ---- 
                                                                  404        378 
                                                                 ====      

==== The Company's ongoing charges, calculated as a percentage of average net assets for the year and using expenses,

excluding performance fee and interest costs were:               1.1%      

1.2%

                                                                 ====       

====

Auditor's remuneration - other audit services comprised £5,000 which relates to the interim review (2011: £5,000 interim review).

6. Dividends
Dividends paid or                  Record          Payment       2012       2011 
proposed on equity                   date             date      £'000      £'000 
shares:                                                                          
                                                                                 
2010 final of 2.42p      18 February 2011   25 March 2011           -      1,471 
2011 interim of 0.60p       5 August 2011   31 August 2011          -        377 
2011 final of 2.55p      24 February 2012     5 April 2012      1,865          - 
2012 interim of 0.62p        27 July 2012   24 August 2012        453          - 
                                                                -----      ----- 
                                                                2,318      1,848 
                                                                =====      ===== 
The Directors have proposed a final dividend of 2.70p per share (2011: final
2.55p). The dividend will be paid on 4 April 2013, subject to shareholders'
approval on 20 March 2013, to shareholders on the Company's register on
22 February 2013. The proposed final dividend has not been included as a
liability in these financial statements as final dividends are only recognised
in the financial statements when they have been approved by shareholders.
The total dividends payable in respect of the year which form the basis of
section 1158 of the Corporation Tax Act 2010 and section 833 of the Companies
Act 2006, and the amounts proposed meet the relevant requirements as set out in
this legislation and are as follows:
                                                                 2012       2011 
                                                                £'000      £'000 
                                                                                 
Dividends paid or proposed on equity shares:                                     
Interim paid 0.62p (2011: 0.60p)                                  453        377 
Final proposed of 2.70p (2011: 2.55p)*                          1,975     
1,865 
                                                                -----      ----- 
                                                                2,428      2,242 
                                                                =====      ===== 
                                                                                 
* Based upon 73,130,326 (2011: 73,130,326) ordinary shares.                

7. Consolidated earnings and net asset value per ordinary share

Revenue and capital earnings per share are shown below and have been calculated
using the following:
                                                                2012        2011 
                                                                                 
Net revenue profit attributable to ordinary shareholders  
(£'000)                                                        2,564      

2,078

                                                                                 
Net capital profit attributable to ordinary shareholders 
(£'000)                                                       26,023      

663

                                                             -------     ------- 
Total profit attributable to ordinary shareholders 
(£'000)                                                       28,587      

2,741

                                                             =======     ======= 
Equity shareholders' funds (£'000)                           174,067     147,774 
                                                                                 
                                                          ---------- 

---------- The weighted average number of ordinary shares in issue during each year, on which the return per ordinary share

     
was calculated, was                                       73,130,326  63,219,746
                                                          ----------  ----------

The number of ordinary shares in issue at the end of the year, on which the net asset value was calculated, was: 73,130,326 73,130,326

                                                          ----------  

----------

Return per share - basic and diluted                                       
     
                                                                                 
Revenue earnings per share                                     3.51p       3.29p 
Capital earnings per share                                    35.58p       1.05p 
                                                             -------     ------- 
Total earnings per share                                      39.09p       4.34p 
                                                             =======     ======= 
Net asset value per share                                    238.02p     202.07p 
                                                             -------     ------- 
Ordinary share price                                         193.25p     170.00p 
                                                             =======     ======= 

The Company does not have any dilutive securities.

8. Called up share capital
                                         Ordinary  
                                           shares  
                                               in   Treasury       Total            
                                            issue     shares      shares 
                                           number     number      number      £'000
Allotted, called up and fully paid                                         
        
share capital comprised:                                                            
                                                                                    
Ordinary shares of 5p each:                                                         
                                                                                    
At 1 December 2011                     73,130,326  7,400,000  80,530,326      4,026 
                                       ----------  ---------  ----------      ----- 
At 30 November 2012                    73,130,326  7,400,000  80,530,326      4,026 
                                       ==========  =========  ==========      ===== 

No ordinary shares were issued, purchased or cancelled in the year (2011: nil). In 2011, 13,310,612 ordinary shares were issued on conversion of 13,310,612 subscription shares for a total consideration of £19,434,000.

The ordinary shares carry the right to receive any dividends and have one voting right per ordinary share. There are no restrictions on the voting rights of the ordinary shares or on the transfer of ordinary shares.

9. Reserves
Group                                                                     Capital 
                                                                          reserve    
                                                             Capital     (arising     
                                                             reserve           on            
                                                            (arising  revaluation            
                           Share                Capital           on           of            
                         premium    Special  redemption  investments  investments    Revenue
                         account    reserve     reserve        sold)        held)    reserve
                           £'000      £'000       £'000        £'000        £'000      £'000   
                                                                                             
At 1 December 2011        21,049     35,272      11,905       54,408       14,931      6,183 
                                                                                             
Movement during the                                                                          
year:                                                                                        
                                                                                             
Net profit for the 
year                           -          -           -            -            -      2,616 
                                                                                             
Gains on realisation 
of investments                 -          -           -       14,901            -          - 
                                                                                             
Change in investment 
holding gains                  -          -           -            -       11,620          - 
                                                                                             
Gains/(losses) on  
contracts for                                                                                
difference                     -          -           -        2,308         (438)       (52)
                                                                                             
Finance costs,          
investment management                                                                        
and performance fee                                                                          
charged to capital                                                                           
after taxation                 -          -           -       (2,368)           -          -
                                                                                             
Write back of share 
issue costs                    -          -           -            6            -          - 
                                                                                             
Write back of        
subscription share                                                                           
issue costs                    -          -           -           10            -          - 
                                                                                             
Refund of unclaimed  
dividends                      -          -           -            -            -          8
                                                                                             
Dividends paid during
the year                       -          -           -            -            -     (2,318)
                          ------     ------      ------       ------       ------      -----
At 30 November 2012       21,049     35,272      11,905       69,265       26,113      6,437 
                          ======     ======      ======       ======       ======      ===== 
Company                                                                   Capital 
                                                                          reserve    
                                                             Capital     (arising     
                                                             reserve           on            
                                                            (arising  revaluation            
                           Share                Capital           on           of            
                         premium    Special  redemption  investments  investments    Revenue
                         account    reserve     reserve        sold)        held)    reserve
                           £'000      £'000       £'000        £'000        £'000      £'000   
                                                                                             
At 1 December 2011        21,049     35,272      11,905       54,408       16,329      4,785 
                                                                                             
Movement during the                                                                          
year:                                                                                        
                                                                                             
Net profit for the  
year                           -          -           -            -            -      2,712
                                                                                             
Gains on realisation   
of investments                 -          -           -       14,901            -          -
                                                                                             
Change in investment  
holding gains                  -          -           -            -       11,524          - 
                                                                                             
Gains/(losses) on  
contracts for                                                                                
difference                     -          -           -        2,308         (438)       (52)
                                                                                             
Finance costs,        
investment management                                                                        
and performance fee                                                                          
charged to capital                                                                           
after taxation                 -          -           -       (2,368)           -          - 
                                                                                             
Write back of share 
issue costs                    -          -           -            6            -          - 
                                                                                             
Write back of         
subscription share                                                                           
issue costs                    -          -           -           10            -          - 
                                                                                             
Refund of unclaimed 
dividends                      -          -           -            -            -          8 
                                                                                             
Dividends paid during
the year                       -          -           -            -            -     (2,318)
                          ------     ------      ------       ------       ------      ----- 
At 30 November 2012       21,049     35,272      11,905       69,265       27,415      5,135 
                          ======     ======      ======       ======       ======      ===== 

10. Publication of non statutory accounts

The financial information contained in this announcement does not constitute
statutory accounts as defined in the Companies Act 2006. The 2012 annual report
and financial statements will be filed with the Registrar of Companies shortly.

The report of the Auditor for the year ended 30 November 2012 contains no qualification or statement under section 498(2) or (3) of the Companies Act 2006.

The comparative figures are extracts from the audited financial statements of
The Throgmorton Trust PLC and its subsidiaries for the year ended 30 November
2011, which have been filed with the Registrar of Companies. The report of the
Auditor on those accounts contained no qualification or statement under section
498 of the Companies Act.

This announcement was approved by the Board of Directors on 8 February 2013.

11. Annual Report

Members will be notified that the annual report is available shortly or if a hard copy has been requested this will be sent shortly. It will also be available from the registered office, c/o The Company Secretary, The Throgmorton Trust PLC, 12 Throgmorton Avenue, London EC2N 2DL.

12. Annual General Meeting

The Annual General Meeting of the Company will be held at 12 Throgmorton Avenue, London EC2N 2DL on Wednesday, 20 March 2013 at 10:00 a.m.

ENDS

The Annual Report will also be available on the BlackRock Investment Management
website at http://www.blackrock.co.uk/literature/annual-report/
the-throgmorton-trust-plc-annual-report.pdf. Neither the contents of the
Manager's website nor the contents of any website accessible from hyperlinks on
the Manager's website (or any other website) is incorporated into, or forms
part of, this announcement.

For further information, please contact:

Jonathan Ruck Keene, Managing Director, Investment Companies, BlackRock Investment Management (UK) Limited Tel: 020 7743 2178

Mike Prentis, BlackRock Investment Management (UK) Limited Tel: 020 7743 2312

Richard Plackett, BlackRock Investment Management (UK) Limited Tel: 020 7743 4869

Emma Phillips, Media & Communication, BlackRock Investment Management (UK) Limited Tel: 020 7743 2922

8 February 2013
12 Throgmorton Avenue
London EC2N 2DL

END

(Source: PR Newswire )
(Source: Quotemedia)

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