City of London Group plc City of London Group plc
Annual report and accounts 2013
City of London Group plc
30 Cannon Street
London EC4M 6XH
Phone: 020 7628 5518
Fax: 020 7628 8555
Email: office@cityoflondonGroup.com City of London Group plc
Overview
Highlights 1
Chairman’s statement 2
Strategy and business model
Chief Executive’s review  4
Unaudited directors’ valuation  6
Business model  7
Business review of key platforms
Trade Finance Partners Limited 10
Therium Capital Management Limited  11
Credit Asset Management Limited and  
Professions Funding Limited 12
Governance 
Directors’ report 13 
Corporate governance statement 18
Remuneration committee’s report   21 
Statement of risks  26
Financial statements 
Consolidated income statement 30
Consolidated statement of comprehensive income  31
Consolidated statement of changes in equity  32
Company statement of changes in equity  33
Consolidated balance sheet  34
Company balance sheet 35 
Consolidated statement of cash flows  36
Company statement of cash flows  37
Notes to the financial statements  38
Independent Auditor’s report 71
Statement of directors’ responsibilities  72
Shareholder and Company information
Investor information and advisors  73
I am now confident  
that we have built  
solid foundations for  
the future expansion  
of the Group against  
a merchant bank model
City of London Group plc is a financial 
services group focused on providing 
merchant banking services to finance the 
SME and professional services sectors. It 
does this by financing trade and securing 
specialist funding throughout the supply 
chain to help fuel growth in these sectors, 
as major national and foreign banks 
limit new lending to these borrowers. 
The Group seeks to identify and exploit 
product niches and business models in 
these sectors where they are supported 
by strong day to day management teams, 
providing initial equity, working capital 
and seed funding for those teams.
Eric Anstee 
Chief Executive
Board of directors
Directors’ biographies  8 City of London Group plc
1
Overview
Highlights
• Gross value of goods and services invoiced 
up by 108% to £32.3m (2012: £15.5m)
• Revenue increased by 104% to £5.1m 
(2012: £2.5m)
• Third party funding up by 106% to £72m 
(2012: £35m) plus £20m agreed in principle
• Loss before tax of £1.6m (2012: loss £2.1m)
• Sales of ‘available-for-sale’ investments 
£2.8m (2012: £2.3m) with profits of £1.4m 
(2012: £1.0m)
• NAV per share attributable to shareholders 
53.0p (2012: 68.8p)
• The unaudited proforma NAV per share of 
the Company including directors’ valuation 
of the platforms is 119.6p (2012: 99.2p)
• No final dividend proposed but capital 
reduction of share premium planned to 
enable future dividends
104%
Increase in revenue
Increase in third party funding
NAV per share 53.0p
106%
Unaudited proforma 
NAV per share of the 
Company including 
directors’ valuation 
119.6p
Disclaimer 
This annual report and accounts may contain certain 
statements about the future outlook for City of London 
Group plc and its subsidiaries. Although we believe our 
expectations are based on reasonable assumptions, 
any statements about the future outlook may be 
influenced by factors that could cause actual  
outcomes and results to be materially different.
Directors’ report 
Pages 13 to 17 comprise the Directors’ report 
and pages 21 to 25 comprise the Remuneration 
Committee’s report, both of which are presented in 
accordance with English company law. The liabilities 
of Directors in connection with these reports shall be 
subject to the limitations and restrictions provided 
by such law. These reports are intended to provide 
information to shareholders and are not designed to be 
relied upon by any other party or for any other purpose. 2 Overview
City of London Group plc Annual Report & Accounts 2013
As a financial services investment group we 
have made considerable progress during 
the year despite a continuing backdrop 
of economic weakness and difficult fund 
raising conditions. In particular, assets under 
management and available facilities have 
increased by 106% from £35m to £72m.
There continues to be significant media coverage 
concerning the lack of funding available from 
the major high street banks to SMEs as well as 
enormous political pressure on the Government to 
demonstrate lending to SMEs through alternative 
sources. City of London Group is well positioned 
to take advantage of the opportunities that this 
presents. For example, during the year one of our 
subsidiaries was among the first companies to put to 
work the initial tranche of Government funding made 
available through the Business Finance Partnership 
scheme managed by the Department for Business, 
Innovation & Skills (BIS). This has enabled us to 
form a good working relationship with BIS and 
their advisers and to establish our credentials with 
them. Following the first phase of the scheme, 
we are already in advanced discussions with BIS 
concerning a much larger second phase from which 
we hope to raise a further £60m of funding from the 
Government and other sources to apply in our SME 
leasing and professions lending businesses. 
Our trade finance business, backed by banking 
facilities through Macquarie Bank, has made 
substantial progress during the year – more than 
doubling revenue and with a significant acceleration 
in business towards the end of the financial year. 
The business is in final discussions to close its first 
commodity trade financing and now expects to  
add this product to its existing range.
While our trade finance business is profitable, 
our leasing business and, to a lesser extent, our 
professions funding business, have continued to 
incur losses. This is due to the relatively small scale 
of the businesses but also the accounting treatment 
required which means that all of the development 
costs incurred in building the leasing and funding 
Henry Lafferty
Chairman
Chairman’s statement
As a financial 
services investment 
group we have made 
considerable progress 
during the year despite 
a continuing backdrop 
of economic weakness
During the year one of our 
subsidiaries was among the 
first companies to put to 
work the initial tranche of 
Government funding made 
available through the Business 
Finance Partnership scheme 
managed by the Department for 
Business, Innovation & Skills City of London Group plc
3
Overview
books must be charged against profit. However, 
with the current funds from BIS the businesses are 
growing a very valuable and saleable loan book.
The disappointment during the year has been the 
lack of legal case determinations in Therium and 
therefore the absence of any performance fees. 
However, in spite of this the business has been able 
to continue to raise further third-party funds, taking 
the total funding now available to it to over £30m 
with a further £10m agreed in principle.
The demand for funding and services from SMEs 
remains strong across our platforms. Accordingly, 
the need to continue to increase the volume of funds 
under management, including those for our own 
book, remains our largest challenge. The Board has 
therefore given considerable thought to the various 
options available to the Company to further expand 
and develop the business. The options include 
applying for a new banking licence or accessing peer 
to peer lending so that we can take advantage of 
lower-cost, online retail deposits and to apply these 
funds to the existing, established platforms alongside 
other third-party funds. We are encouraged by the 
well-publicised support from the Government for new 
and alternative lending platforms. Successful delivery 
of one of these initiatives would provide alternative 
sources of lower cost funds at a higher volume and 
therefore allow us to pursue our goal of becoming a 
niche merchant bank.
Financial
The Company has reported a loss before tax of 
£1.6m of which approximately £0.7m is non-recurring, 
relating to the permanent diminution in value of two 
mining investments, the loss on sale of FTIM and the 
closure of the legacy City of London PR business. 
With regard to funding, the Company raised £1.3m in 
September 2012 using its power to issue up to 10% 
of its issued share capital. The Company used these 
funds as well as the proceeds from selling down  
more of the energy and mining resources portfolio  
to fund the business through the year. The value of 
the share portfolio at 31 March 2013 was £1.9m, and 
the Company expects to sell down the remainder of 
the portfolio during 2013/14 to continue to fund the 
business as well as exploring a range of other capital 
raising possibilities. 
Board
We were pleased to welcome Nigel Sidebottom as a 
non-executive director on 1 December 2012. Nigel’s 
expertise in the investment arena will be invaluable 
as we continue to develop our traditional merchant 
banking model. We have also recently welcomed 
Andrew Crowe onto the Board as an alternate 
director to John Greenhalgh. We all wish John the 
very best with his recovery. Once again I would like to 
thank all the staff across the Group for their efforts in 
progressing the development of the platforms.
Outlook
While economic conditions in the UK continue to 
be sluggish, having narrowly avoided a double-dip 
recession, the sheer depth of the markets in which 
the Group operates does not present a constraint 
to its growth at the current stage of development. 
Having access to retail funds would transform the 
Group and ensure a step change in scale for each of 
the platforms. This will be a key area of development 
for us over the coming year as well as continuing to 
pursue third-party wholesale funding. We intend to 
maintain the growth of the Group and shall therefore 
seek to increase the capital base, by the issue of 
either equity, debt or both.
Henry Lafferty
Chairman
24 June 2013
Having access to retail funds 
would transform the Group and 
ensure a step change in scale 
for each of the platforms 4 
Annual Report & Accounts 2013
Strategy and business model
City of London Group plc
Chief Executive’s review
Investment climate
The City of London Group has had another year of 
growth despite the faltering UK and World economies. 
Our investment platforms have seen increases in 
funds under management, turnover and volume of 
transactions. We have again continued to invest in 
each of the platforms, and I am now confident that  
we have built solid foundations for the future expansion 
of the Group against a merchant bank model with 
three major segments: SME Lending; Alternative  
Asset Management, and Trade Finance.
Last year I said that our early identification of the 
financing needs for SMEs would enable us to play an 
important, albeit niche, part in the UK Government’s 
efforts to kick-start the economy at grass roots 
level. I was therefore delighted that our Credit 
Asset Management Limited (CAML) subsidiary was 
chosen as the first leasing platform to partner with 
The Department for Business Innovation & Skills 
to support the Government’s Business Finance 
Partnership scheme. We continue to see strong 
demand for lending from SMEs to our CAML 
platform and for further services from our Trade 
Finance Partners Limited (TFPL) business.
In the legal sector Therium, our litigation funding 
business, has seen a hectic last quarter of this financial 
year to March 2013. In each financial year since launch 
Therium has received increased numbers of cases to 
fund. We expect this trend to continue.
On 1 April 2013, many of the reforms recommended 
by Lord Chief Justice Jackson for the legal profession 
were implemented. In particular his recommendations 
that After The Event Insurance (ATE) premiums cease 
to be recoverable from the other side and that any 
uplift in fees paid under a conditional fee agreement 
(CFA) of the law firm also cease to be recoverable 
from the other side. The impact of this was that 
Therium was exceptionally busy in the first quarter 
of 2013 closing applications for litigation funding as 
law firms sought to file claims before 1 April so that 
their rights to recovery of fees under CFAs and their 
clients’ right to recover insurance premiums were 
covered by the old regime.
Financial results
Despite strong activity, two of our subsidiary 
undertakings remain below the scale sufficient to 
produce profits. This has resulted in the Group 
Revenue
Eric Anstee 
Chief Executive 
2011
0
6,000
5,000
4,000
3,000
2,000
1,000
2012 2013
£’000
Revenue
I am now confident that we 
have built solid foundations  
for the future expansion of  
the Group against a merchant 
bank model 5
City of London Group plc
Strategy and business model
Principal Holdings as at 31 March 2013
Security Holding 
Book Cost  
(Net of Provision) 
£’000
Value 
£’000
Munro UK Fund X Class (Income Shares) 500,300 500  455 
Tertiary Minerals plc 6,000,000  275 405 
Hurricane Exploration 283,340 120 383 
Sunrise Diamonds plc 19,500,000 210 117 
AFC Energy plc 300,000  47 83 
SIPA Resources International NL 1,000,667  44  55 
Netalogue Technologies 2,729,583  62  55 
Total 1,258 1,553
again reporting an overall loss before tax for the 
year of £1.6m (2012: £2.1m). The increase in gross 
value of goods and services invoiced is, however, 
pleasing up 108% on last year to £32.3m, largely 
from our Trade Finance business.
Strategy and growth
We continue to explore all opportunities to attract 
further third-party funding into our platforms, 
including working with the peer-to-peer lending 
platforms and the so-called “challenger banks”. 
Following our success with the UK Government 
through CAML, we are now also in discussions with 
the newly-established UK Business Bank about a 
substantial increase in funds for CAML to manage.
Our other lending platforms to professional firms 
and to law firm clients continue to attract third-party 
funds under management.
Our trade finance business continues to expand with 
new SME customers and with an increasing number 
of commodity financing opportunities. The growth in 
our turnover is expected to continue at a similar or 
greater pace.
Our litigation funding business continues to grow 
third party funds under management, and we have 
additional funds under development, in particular 
and as announced in March 2013, an international 
litigation funding joint venture of material size.
Finally our lending platforms have also identified a 
number of opportunities to provide equity funding 
to clients, and we are contemplating creating a 
platform to undertake this activity.
Investment platforms
Our investment platforms as discussed above  
are now our engine for growth. Since our year-
end Therium has been appointed to advise a  
new litigation fund of £5.6m. 
In the meantime I am conscious that the real value 
of these platforms is not being recognised under 
current accounting practices, but again this year 
the directors have undertaken a valuation and 
guidance is provided at the end of this report. I am 
delighted to report that this shows that we have 
added substantially to the overall value of the Group 
despite this disappointingly not being recognised as 
yet in the share price. Edison Research, who provide 
investment research services, have provided a 
recent report which supports this directors’ valuation.
Available for sale investments
We have continued with our policy of divestment 
of listed investments and have re-deployed the 
funds across the three platforms. I am pleased to 
be able to report that sales of listed investments 
resulted in proceeds of £2.8m and a realised profit 
on sales of £1.4m.
We continue to explore all 
opportunities to attract further 
third-party funding into our 
platforms, including working 
with the peer-to-peer lending 
platforms and the so-called 
“challenger banks” 6 
Annual Report & Accounts 2013
Strategy and business model
City of London Group plc
Other investments
Following our successful sale of FX Capital Limited 
in the first half of this financial year which returned 
just over 2.6 times our original investment, I was 
pleased that we have also been able to dispose of 
FTIM Limited and its Munro Fund. This business 
was well below the necessary scale, and despite 
our best efforts we were unable to access funds  
for this platform. 
Array Management Limited is our business which 
has completed the modelling necessary for the 
launch of an inflation linked bond. The business has 
found it difficult to source an appropriate transaction 
due to the economic climate but continues the 
search for projects for the future.
Dividend
Due to the constraint on our current funding  
and the lack of distributable reserves in the 
Company, the Board has reluctantly decided  
not to recommend payment of the final dividend. 
We intend to apply to the courts for permission 
to reduce the share premium account to remove 
this restriction going forward. This should allow 
us to return to the dividend list for our interim 
dividend for 2013/14.
Outlook
We are now poised for substantial growth in 
our activities, and I am encouraged that current 
discussions on a number of fronts will deliver 
some major advances for the Group over the 
coming months.
I would like to close by expressing my  
thanks to all the staff within the business  
whose efforts during the year have helped  
us to reach this point.
Eric Anstee
Chief Executive 
24 June 2013
Chief Executive’s review continued
Unaudited directors’ valuation 
As in previous years, the directors provide 
an indication of the incremental value they 
attribute to the investment platforms which in 
aggregate show additional value of between 
£10.1m and £11.7m. This equates to between 
51.1p and 59.2p of additional NAV per share 
giving a full mid-point NAV per share of 119.6p. 
The directors also note that these values are 
supported by a valuation by Edison Research  
in a recently issued research note.
We are now poised for 
substantial growth in  
our activities 7
City of London Group plc
Strategy and business model
Business model
Group structure and current investment platforms
City of London Group
Platform company Assets under management
Third party investors
Debt
Investment 
mandates
Working 
capital and 
equity stake
Income 
and equity 
returns
Asset class 
returns
Seed 
capital
Revenue
Funding Interest Funds
Asset 
class 
returns
City of London Group
Listed equities Legal/professions financing Secured SME financing
Investment 
Portfolio
Therium  
Capital 
Management
50%
City of London 
Law Funding
100%
Professions 
Funding
100%
Credit Asset 
Management
51%
Trade Finance 
Partners
52%
Mining and  
energy growth 
stocks
Litigation  
funding
Loans to law  
firm clients
Law firm and 
professions 
lending
Asset backed 
lending
Trade  
finance 8 
Annual Report & Accounts 2013
Board of directors
City of London Group plc
Directors’ biographies 
1 2 3
4 5 6
8 9 7 9
City of London Group plc
Board of directors
1. Henry Lafferty 
Non-executive Chairman
Henry Lafferty was appointed to the Board in June 2006 
and became Non-executive Chairman in September 2009. 
Henry has experience in all aspects of financial and general 
management. He was Group Finance Director of Jarvis plc 
and Chairman of its projects division during its successful 
growth phase; and Chief Executive of PatientFirst Partnerships. 
Prior to that Henry was in senior management positions at 
the National Freight Consortium. He is currently a director of 
InvestSelect PLC, a private equity management business, and 
a number of its related investee companies. Henry is a Fellow 
of the Chartered Institute of Management Accountants and a 
graduate of the London Business School Sloan Programme.
2. Eric Anstee 
Chief Executive
Eric Anstee was appointed to the Board as Chief Executive in 
November 2009. He is a Non-executive director of Insight Asset 
Management, PayPoint plc and Sunlife Assurance Company 
of Canada (U.K.) Limited and is on the Takeover Panel Appeals 
Board. He has served on the Boards of the Financial Reporting 
Council, Mansell plc, SSL International plc and Severn Trent plc. 
Until the end of 2006 he was Chief Executive of The Institute of 
Chartered Accountants in England & Wales. He was formerly 
Chairman and CEO of Old Mutual Financial Services plc 
and CFO of Old Mutual plc, The Energy Group plc and 
Eastern Electricity plc. Eric is a visiting professor at London 
Metropolitan University. He is a Fellow of the Institute of 
Chartered Accountants in England and Wales.
3. John Kent 
Deputy Chief Executive
John Kent was appointed to the Board as Corporate Development 
Director in November 2009, becoming Deputy Chief Executive in 
February 2012. He is a corporate development specialist with a 
background in government, the City and industry and he has led 
strategy and corporate finance/development for three FTSE 100 
Groups in the energy and financial services sectors. He is currently 
Chairman of Penta Capital Partners, a private equity firm and has 
acted as corporate development consultant to companies such as 
Close Bros, Filtronic plc and Aga Rangemaster Group plc. He is a 
former Non-executive director of TTT Moneycorp.
4. Howard Goodbourn
Finance Director
Howard Goodbourn was appointed to the Board as Group 
Finance Director in October 2011. He was previously Group 
Finance Director at Southern Water Services and Chairman of 
the Southern Water defined benefit pension scheme. Howard 
has a wealth of experience in managing finance functions having 
worked in senior finance and treasury roles for Eon UK, TXU, The 
Energy Group plc and Eastern Group plc. He has also worked 
in corporate finance for Deloitte and Charterhouse Bank Ltd 
and in corporate treasury. Howard is a Fellow of the Institute of 
Chartered Accountants in England and Wales.
5. Tony Brierley
Non-executive, Senior independent director  
and Chairman of audit and risk committee
Tony Brierley was appointed to the Board in December 2011. 
He is a Non-executive director of The Pensions Regulator 
and a trustee director of the 3i Group Pension Plan. He was 
previously general counsel and company secretary of 3i 
Group plc. Tony is a solicitor.
6. Andrew Crowe
Non-executive (alternate to John Greenhalgh)
Andrew started his career with Coopers & Lybrand in 1995, 
moving into Transaction Services shortly after qualifying with the 
ICAEW in 1998. He spent the next 7 years advising corporate 
and private equity clients on large and small transactions across 
diverse sectors. In 2005 he joined Meggitt plc as Group M&A 
Manager to support the Group’s aggressive acquisition strategy, 
also successfully disposing of some non-core businesses. He 
moved into an operational finance role in 2008 and is currently 
Finance Director for the Control Systems division. 
7. John Greenhalgh 
Non-executive, (non-independent)
John founded City of London PR in the 1970s after an 
earlier career in financial and general journalism. Before 
this, he created the financial division of Extel, now merged 
with Thomson Financial and Reuters. He was chairman and 
managing director of City of London PR Group (now City 
of London Group) on its admission to the London Stock 
Exchange in 1988 and served in those roles for 20 years. 
8. Nigel Sidebottom
Non-executive
Nigel is a director of Premier Fund Managers Limited with 
responsibility for its closed end and offshore fund operations 
as well as its private client and high net worth business. He 
is Deputy Chief Investment Officer, a member of the asset 
allocation committee, and manager of Premier Enterprise 
Fund. He has served as a non-executive director on the 
boards of several investment companies, most recently as 
audit committee chairman of JP Morgan Elect plc. He has 
previously held executive positions with Gerrard Vivian Gray 
and Greig Middleton stockbrokers. Nigel is a Fellow of the 
Chartered Institute for Securities and Investment.
9. John Williams
Non-executive, Chairman of remuneration committee
John Williams was appointed to the Board in November 2011. 
He has spent most of his career advising financial services 
companies on all forms of corporate finance transactions. 
He has held senior positions in Kleinwort Benson, Lehman 
Brothers, JP Morgan and Gleacher Shacklock. 10 
Annual Report & Accounts 2013
Business review of key platforms
City of London Group plc
Description of the business
Trade Finance Partners is a specialist provider of trade finance 
targeted at predominantly UK based SME’s. Existing clients 
have revenues in the £32m to £130m range and transact 
business throughout the world.
TFP is a traditional trade financier; it does not lend money it 
operates a trading model whereby it buys and sell goods taking 
ownership and taking on the inherent risk of owning goods. TFP 
uses its own capital and its dedicated trade finance facilities 
provided by its banking partner Macquarie Corporate and Asset 
Finance Ltd, a division of Macquarie Group of Companies.
TFP’s trading model is simple and efficient. TFP buys goods and 
owns them until such time as the end customer pays. The use of 
letters of credit to purchase goods in the vast majority of cases 
and the use of credit insurance on end customer plus various 
insurance products ensures multiple layers of risk mitigation are in 
place. Ultimately ownership of goods also ensures, in the event of 
transactions failing, TFP can sell goods to eliminate their exposure.
TFP’s income is derived from a margin on the goods  
sold and anciliary services associated with opening  
of purchase commitments.
The market
TFP continues to believe that within the UK the SME sector 
is critical to the success of the economy. Approximately 45% 
of all those employed in the UK are employed by businesses 
with revenue of less than £25m. (Source ONS and BIS) It is 
also the sector that has suffered most and continues to suffer 
from a lack of liquidity. Banks are unable to meet the demands 
for capital from businesses that are unable to provide security 
against which banks will lend hence driving businesses to 
alternative sources of capital. These alternative non-banking 
and non-lending solutions are required to help businesses 
satisfy the orders for goods that they won for both import and 
export. TFP’s trading model seeks to address the needs of its 
clients and the growing number of clients demonstrates the 
appetite for such solutions. There is an increase in awareness 
of true trade finance and the advantages that it brings. More 
competitors will enter the market, however the size of the 
market is so significant that it is believed no single player will 
be able to dominate. It is a global market place and reflects the 
flow of trade around the world. 
Strategy
TFP’s strategy has not fundamentally changed and remains as 
reported in last year’s report and accounts. TFP continues to grow 
its client base and increase the average size of transactions. Risk 
management remains core to its operating ethos.
Brand development is central to our business plan and an 
increasing amount of time and resource is devoted to this 
area. Ensuring the market place and potential clients are 
aware of our offering is critical to our development. 
As always people, processes and systems coupled with sound 
commercial judgement remain paramount and enable our business 
to grow whilst managing risk. We pride ourselves in offering 
solutions to our clients in a timely, creative and cost efficient form; 
we strive to continue improving our business every day. 
Finance
Our banking partner and shareholder Macquarie are central  
to our success to date and our future development. We are 
one year into our three year facility and we are grateful for  
their continued support. 
We are confident that we can increase our trade finance 
facilities as our business grows with the support of both 
Macquarie and City of London Group plc.
Outlook
As last year we look forward with optimism to the coming year. Our 
business continues to develop and as awareness of our product 
increases more clients will come to benefit from our solution.
The ongoing shortage of capital for businesses is not being 
addressed in any meaningful way. We do not see this changing 
in the short to medium term. Demand for trade finance remains 
strong and TFP are well placed to take advantage of the situation.
Trade Finance Partners Limited
£25m
trade finance facility agreed  
with Macquarie Bank
Chris Ash Chief Executive, William Tebbit Commercial Director 11
City of London Group plc
Business review of key platforms
Therium
Neil Purslow and John Byrne
Description of the business
Therium is one of the leading and most active third party 
litigation funders in the UK market. Therium focuses on large 
commercial litigation and arbitration claims. Therium invests 
in commercial litigation and complex disputes before the 
Courts of England and Wales and in international arbitration 
as well as funding more widely in exceptional cases. Therium 
is providing litigation funding for clients of litigation and 
arbitration lawyers from leading national and international law 
firms, plus many specialist litigation and arbitration firms.
Therium is led by lawyers and undertakes a detailed diligence 
process prior to funding a case, considering the legal 
merits, the value of the claim and projected costs, the risks 
involved and the ability of the defendant to pay any judgment. 
Therium’s funds are deployed in accordance with an 
investment mandate across a diversified portfolio of cases.
The market
Litigation funding is an emerging asset class. Interest in 
litigation funding has grown considerably following clarification 
of the position regarding legality and enforceability of such 
arrangements in England and Wales. Over the last four years, 
there has been growing acceptance of the role of third party 
funding in enabling access to the judicial system for cases that 
otherwise could not be pursued, culminating in the formation of 
the Association of Litigation Funders in 2011 which Therium is a 
founder member, and more recently a trend towards otherwise 
well-resourced litigants and their lawyers looking to share the 
financial burden and risk of their litigation with funders. 
The team has now reviewed well over 500 cases. 2012 saw a 
63% increase in case enquiries for funding over 201 1 and the 
early part of 2013 shows a similar rate of increase. While the 
Jackson reforms led to a great deal of activity in the litigation 
market generally in the run up to 1 April 2013, demand for funding 
appears to have increased, if anything, more since that key date. 
Finance 
The Therium Group has built on its mandate as investment 
adviser to its first LLP Fund, launched in May 2010 with two 
further LLPs launched during the last financial year and the 
signing of its first mandate from an institutional investor for 
a managed account on 1 April 2012. Therium added two 
further funds in 2013, with the launch of its first Jersey fund 
in February and a fund with Coach House LP in May 2013 
and expects to supplement these six existing funds with 
substantial additional fundraises in the coming year. While 
Therium is waiting for results on the portfolios of investments 
held by the existing funds, which has delayed performance 
fee income to the Company, the underlying portfolios 
continue to develop well. A significant number of the existing 
investments reached final hearings during the financial year 
and decisions are awaited on these. 
Accompanying the consistently strong increase in demand for 
funding and expanding funds under management, as expected, 
Therium has seen a marked increase in investment activity with the 
Company deploying substantial funds into new cases, particularly 
during the last two quarters of the financial year. This has shown in 
the rapid deployment of the new funds; Therium Jersey launched 
in only February 2013 has already committed 90% of the funds 
raised into 1 1 cases within its first 4 months of operation. 
Strategy and Outlook 
During the new financial year, Therium expects to see a 
continuation in the demand for litigation funding in the UK 
and internationally. Therium plans to build on its position as 
a market leader in this space by continuing to expand its 
funds with further fund launches, developing its relationships 
with key market participants and increasing its investment 
activity in step with its increasing resources as it builds scale 
within the business. At the same time management expects 
to see the existing portfolios continue to mature, leading 
the Company to self-sufficiency and profitability through 
management fees and performance fees during the year. 
500+
cases reviewed to date 12 
Annual Report & Accounts 2013
Business review of key platforms
City of London Group plc
Credit Asset Management Limited and Professions Funding Limited
James Frost Finance Director, Martin Parsons Sales 
Director, Michael Hughes Managing Director and 
Chris Boobyer Chairman
Description of the business
Credit Asset Management Ltd (CAML) is a business to 
business provider of lease finance to SME’s. In addition it 
provides management services to two third-party funds and to 
Professions Funding Ltd (PFL) for the origination, underwriting, 
booking and portfolio management of lease and loans to SMEs 
and professional businesses such as lawyers, accountants, 
doctors and dentists. CAML sources business for both 
disciplines through a national network of finance intermediaries.
The market
Asset finance has historically made a material contribution to 
capital expenditure in the UK. £21.2 billion of new business 
was written in 12 months to April 2013 with total outstandings 
of £63.3 billion (Finance Leasing Association Industry 
Statistics, June 2013). Not all lessors operating in the UK  
are members of the FLA so the actual value of investment  
may be significantly larger than this.
The financial crisis has prompted consolidation of UK financial 
institutions, the collapse of the wholesale markets which 
traditionally supported non-bank owned independent asset 
financiers and the curtailment of foreign bank’s lending into 
this sector.
As a consequence of this and increasing concerns over the 
impact of the higher capital ratios demanded by Basel III, the 
supply of asset finance to SME’s, the most important sector 
for recovery in the UK economy, has been materially reduced 
during the past three years. 
Strategy
CAML ’s strategy is to build a sizeable lease and loan book 
of SME customers and provide attractive returns and 
annuity income for its shareholders. It will seek funding 
for such business through both bank and non-bank debt 
providers. The latter includes managing third party SME 
lease investments for those who recognise the inherent 
value of investing in lease / loans as a means of generating 
annuity income at attractive returns. CAML derives fees 
for its management services which represent ‘whole life’ 
facilities such as origination, underwriting, documentation, 
administration, bill and collect and detailed investor reporting.
Finance
In he year ended 31 March 2013 CAML and PFL wrote in £6.1m 
of new business and generated gross income of £981,000 
(2012:£270,000). It incurred funding costs of £380,000 
(2012: £80,000) and net operating costs of £849,000 (2012 
£602,000). The combined entities have total block funding 
facilities of £7.5m from banks and finance houses and won 
contracts for £20m of new managed funds in the year most 
particularly with £5m from the Department for Business 
Innovation and Skills with a further £5m of matched funding 
from City of London Group investors.
Outlook
The market has shown signs of improved liquidity and a 
slight drop in yields but, CAML expects to continue growing 
its market share at attractive margins. Therefore, the outlook 
is positive with yields expected to remain strong. The 
credit quality of the book remains above the forecast. With 
continuing uncertainty in the banking market generally, the 
Company expects there to be a continued contraction in the 
supply of asset finance in this sector. Therefore, subject to 
CAML and PFL being able to attract appropriate funding for its 
own book and to attract sufficient funds under management, 
the Company predicts a year of strong growth in 2013/14.
£20m
of new managed funds 13
City of London Group plc
Governance
Directors’ report
This section of the statutory and corporate governance 
information contains the directors’ report for the year to  
31 March 2013.
Results and dividends
The results for the Group are set out on page 30. The 
directors declared an interim dividend of 0.33p per ordinary 
share (2012: 0.5p). The directors do not recommend the 
payment of a final dividend (2012: 1.0p per ordinary share).
Principal activity
City of London Group plc is a closed-ended investment 
company. It invests in companies in the financial services 
sector (including litigation, trade, lease and professions 
financing) as well as in legal funds and a portfolio of  
‘available-for-sale’ assets. 
Business review
The Group’s development during the year to 31 March 2013, 
its position at that date and likely future developments are 
detailed in the Chairman’s statement, the Chief Executive’s 
review and the individual business reviews on pages 2 to 12.
Principal risks and uncertainties
Principal risks and uncertainties are described in the 
statement of risks on pages 26 to 29. Details of the Group’s 
exposure to risks associated with financial instruments, 
together with the management of those risks are given in 
note 32 to the financial statements.
Events since the year end
Since the end of the year the following have been announced:
Therium (UK) Holdings Limited (Therium)
Therium, the litigation funding subsidiary within the Group, 
has been appointed to advise a newly launched litigation fund. 
The new fund has raised capital of £5.6 million and will invest 
in commercial litigation, complex disputes and international 
arbitration alongside Therium’s existing funds. Therium is the 
exclusive litigation service provider to the fund. 
Credit Asset Management Limited (CAML)
COLG’s asset finance platform signed a contract for SME 
leasing and lending mandates with the Department for 
Business, Innovation and Skills (BIS). The £10m fund was set 
up with BIS which provided half of the funds. These are now 
actively being deployed. CAML was one of the first firms to 
deploy funds under the Business Finance Partnership Initiative 
announced by the government to increase the flow of credit 
from “non-traditional” sources. 
Fundamental Tracker Investment  
Management Limited (FTIM)
The Company sold FTIM for a nominal sum. It received 
£48,211 for its shares in FTIM and over the following six 
months (to October) is to realise its seed investment in  
the Munro UK Dividend Fund which is managed by FTIM. 
Investment policy
The Company was originally listed as a financial PR  
company in 1996. It had subsequently developed into an 
investment company, with a portfolio of natural resource 
company investments. In 2009 a new management team 
was appointed to progress the Company’s strategy 
of introducing a greater weighting of financial services 
investments. The team’s focus has been to establish 
specialist businesses targeting the professional services 
and SME sectors. The Board believes there are particular 
opportunities in these sectors as major national and foreign 
banks continue to limit new lending to smaller corporates 
and professional services firms. 
As the directors believe that, on occasion, it may be more 
cost effective to raise debt funding at holding company level, 
even though the use of the debt funding may be targeted 
at particular platforms or asset categories, in 2012 the 
Company’s investment policy was changed to increase the 
borrowing limit to 75% of total gross assets. This remains 
within the borrowing limits in the Company’s articles. 
Strategy
The Company’s strategy is to identify and exploit the 
product niches and business models within its chosen 
sectors which can yield the best risk reward profile. The 
new ventures launched so far (all targeting high returns) 
cover litigation funding, trade finance and leasing and 
lending to the professional and SME sectors. The Board 
believes there is good potential for growth in these ventures 
and that the current trading environment is likely to produce 
similar opportunities, offering high returns, in line with the 
Company’s strategy.
The Board’s strategy is intended to provide a solid, less 
volatile, platform for growth and to take the Company 
to the next level in terms of scale. It will also mean that 
the Company takes a more active oversight role in its 
investments, assisting with their strategic direction and 
third party fund raising, although it will not manage their 
day to day operations.
Investment company status
The Company is classified as a closed-ended investment 
company under Rule 15 of the Listing Rules.
Regulation
City of London Financial Services Limited, a subsidiary of 
the Company, is authorised and regulated by the Financial 
Conduct Authority under the Financial Services and 
Markets Act 2000 (as amended).  14 
Annual Report & Accounts 2013
Governance
City of London Group plc
Directors and their interests
Details of directors who served during the year are as follows:
H Lafferty
E Anstee
A Brierley 
H Goodbourn 
J Greenhalgh
J Kent
N Sidebottom (appointed 1 December 2012)
J Williams 
A Crowe was appointed as alternate to J Greenhalgh on  
2 April 2013.
Biographical details of the directors are given on pages  
8 and 9.
Directors’ interests in the shares of the Company are 
shown below:
Share capital
During the year, the issued share capital of the Company 
altered as set out below.
The issued ordinary share capital of the Company as at 
1 April 2012 was 18,369,657 ordinary shares of 10p each 
with no shares held in treasury. On 28 September 2012, 
1,836,960 new ordinary shares were issued following a 
placing. The shares were placed at 70p each. At 31 March 
2013 the issued share capital of the Company was 
20,206,617 ordinary shares of 10p each.
At the Annual General Meeting (“AGM”) on 17 September 
2012, the directors were authorised to repurchase up to 
1,836,960 ordinary shares in the Company (representing 
approximately 10% of the Company’s issued ordinary 
share capital as at 24 July 2012) until the Company’s AGM 
in 2013 or 30 September 2013, if earlier. This authority 
was not exercised in the year.
At 1 April 2012 
(or date of 
appointment if 
later) At 31 March 2013 At 21 June 2013
E Anstee 431,898 483,761 483,761
A Brierley 0 14,285 14,285
A Crowe n/a n/a 69,030
H Goodbourn 40,000 54,285 54,285
J Greenhalgh 2,662,818 2,662,818 2,662,818
J Kent 196,504 233,275 233,275
H Lafferty 80,120 94,405 94,405
N Sidebottom 0 75,000 75,000
J Williams 0 14,285 14,285
Directors’ report continued
Number of 
ordinary shares 
at 31 March 2013 %
Number of 
ordinary shares 
at 21 June 2013 %
Helium Special Situations Fund 2,791,428 13.81 2,896,428 14.33
John Greenhalgh 2,662,818 13.18 2,662,818 13.18
AXA IM UK 1,506,024 7.45 1,506,024 7.45
Jupiter Asset Management 1,204,819 5.96 1,204,819 5.96
Mr James Kerr 1,061,000 5.25 1,061,000 5.25
Henderson Global Investors 1,003,614 4.97 1,003,614 4.97
Shares held by EBT
426,996 shares were held by the Employee Benefit Trust at 31 March 2013 (2012: 472,886). During the year 45,890 shares  
were purchased by the Company, from the Trust, and used to fulfil its obligations under the long term incentive scheme.
Major interests in ordinary shares
Notifications of the following interests in the Company’s ordinary share capital carrying voting rights have been received 
by the Company under the FCA’s Disclosure and Transparency Rules: 15
City of London Group plc
Governance
Takeover Directive disclosure 
The following disclosure is required under Schedule 7 to  
the Large and Medium-sized Companies and Groups 
(Accounts and Reports) Regulations 2008, introduced  
by the Takeover Directive.
Rights and restrictions attaching to shares 
A summary of the rights and restrictions attaching to shares 
as at 31 March 2013 is set out below. Holders of ordinary 
shares have the rights given to them under the articles of 
association of the Company and under the laws of England 
and Wales. Any share may be issued with or have attached 
to it such rights and restrictions as determined by ordinary 
resolution of the Company, or failing such resolution as the 
Board may decide.
The directors’ have the power to allot and issue new 
shares, subject to the provisions of the statutes and  
the Company’s articles.
Voting
Holders of ordinary shares are entitled to attend, speak and 
vote at general meetings of the Company and to appoint 
proxies and, in the case of corporate shareholders, appoint 
corporate representatives to attend, speak and vote at 
such meetings on their behalf. On a poll, holders of ordinary 
shares are entitled to one vote for each share held. Holders of 
ordinary shares are entitled to receive the Company’s annual 
report and accounts, to receive such dividends and other 
distributions as may lawfully be paid or declared on such 
shares and, on any liquidation of the Company, to share in 
the surplus assets of the Company after satisfaction of the 
entitlements of the holders of any other shares with preferred 
rights which may then be in issue.
To attend and vote at a general meeting a shareholder must 
be entered on the register of members at such time (not 
being earlier than 48 hours (which may exclude any part of 
a day which is not a working day) before the meeting) as 
stated in the notice of general meeting. There are no shares 
carrying special rights with regard to control of the Company. 
There are no restrictions placed on voting rights of fully paid 
shares, save where in accordance with article 13.1 of the 
Company’s articles of association a notice has been served 
by the Company in respect of shares for failure to comply 
with statutory notices or where a transfer notice (as described 
below) has been served in respect of shares and has not yet 
been complied with.
Restrictions on share transfers
There are no restrictions on the transfer of fully paid shares 
in the Company, save as follows. The directors may, in their 
absolute discretion, decline to register a transfer of shares 
which are not fully paid or over which the Company has a lien. 
The Board may also refuse to register any transfer which is not 
in respect of only one class of share; which is to more than four 
joint holders; which is not accompanied by the certificate for 
the shares to which it relates and such other evidence which 
the Board may reasonably require to show the right of the 
transferor to make the transfer; which is lodged at a place other 
than that which the Board has determined; which is not duly 
stamped in circumstances where a duly stamped instrument 
is required; or where in accordance with section 794 of the 
Companies Act 2006 a notice (under section 793 of that Act) 
has been served by the Company on a shareholder who has 
then failed to give the information required within the specified 
time. In the latter circumstances the Company may make the 
relevant shares subject to certain restrictions (including in 
respect of the ability to exercise voting rights, to transfer the 
shares validly and, except in the case of a liquidation, to receive 
the payment of sums due from the Company).
Shares may not be transferred to a minor; a bankrupt or (in 
certain circumstances) a person who is or may be suffering 
from mental disorder. 
The Company is not aware of any agreements between 
holders of its securities that may restrict the transfer of  
shares or exercise of voting rights. 
Appointment and re-election of directors
In accordance with best practice under the UK corporate 
governance code, non-executive directors are appointed 
for an initial period of three years. Before the third and sixth 
anniversaries of a non-executive director’s first appointment, 
the Chairman and the nomination committee will consider, 
with the director, whether it is appropriate for them to remain 
in office for a further three year term. 
All directors offer themselves for re-election at each annual 
general meeting.
The Company’s articles of association provide that:
(a)  the minimum number of directors (other than alternate 
directors) is two and there is no maximum number 
(unless otherwise determined by the Company by 
ordinary resolution);
(b)  Directors may be appointed by ordinary resolution of  
the Company’s shareholders in general meeting or  
by the Board;
(c)  Directors due to retire by rotation at an AGM may offer 
themselves for re-election by shareholders. 
 Any director who has been appointed by the Board 
since the preceding AGM is required to retire and be 
reappointed by the members. In addition, each year any 
director who has not been appointed or reappointed at 
one of the two preceding AGMs is required to retire by 
rotation and offer themselves for re-election. 16 
Annual Report & Accounts 2013
Governance
City of London Group plc
Directors’ report continued
(d)  Directors may resign from office. Shareholders have 
the power to remove any director by ordinary resolution 
of which special notice has been given under section 
312 of the Companies Act 2006. The office of director 
may also be vacated if the director becomes bankrupt 
or is prohibited by law from being a director; or is 
disqualified from acting as a director; or where the 
director is suffering from mental ill-health; or (if the 
Board so resolves) being absent from Board meetings 
for six consecutive months without the Board’s 
permission; or if they are requested to resign by notice 
in writing from all of the other directors; or they are 
convicted of an indictable offence and the directors 
resolve that it is undesirable that they remain a director 
of the Company; or they are in breach of their contract 
of employment or engagement and it is terminated.
The Board’s recommendation for the reappointment of 
directors is set out in the 2013 Notice of AGM.
Amendment of articles
The amendment of the Company’s articles of association is 
governed by relevant statutes. The articles may be amended 
by special resolution of the shareholders in general meeting.
Agreements
The long term incentive scheme would crystallise on change 
of control. Further details are set out in the Remuneration 
Committee’s report.
Directors’ indemnities and insurance
The Group has made qualifying third party indemnity 
provisions for the benefit of its directors which remain in  
force at the date of this report. It also has directors’ and 
officers’ liability insurance in place.
Charitable and political donations
The Group did not make any charitable or political donations 
during the year.
Policy for paying creditors
Although the Company does not have a formal policy agreed 
with all its suppliers, it does make every effort to pay them in 
accordance with their invoice terms. The average number of 
days for which creditors are outstanding for the Company is 
53 (2012: 42). 
Statement of directors’ responsibilities
A statement of directors’ responsibilities is set out on page 
72 of this annual report and is incorporated into the directors’ 
report by reference.
Going concern
The directors have reviewed in detail the monthly cash flow 
forecast for the forthcoming twelve months and annually 
for the following two years. They have also considered the 
inherent uncertainties in market conditions and the potential 
impact of the risks (set out later in these financial statements), 
on the financial position of the Group. An explanation of the 
cash flow forecast for the Company and of each of the main 
subsidiaries is set out below.
(a) COLG plc
 COLG currently has an overdraft from Lloyds Bank that 
is secured on the UK listed investment portfolio. The 
available facility at any time is restricted to 50% of the 
value of the portfolio. The available facility is currently 
in the order of £500,000 and is due for renewal in 
September. The forecast for the next year assumes the 
investment portfolio is unwound and this facility being 
reduced to zero. The forecast also assumes the rollover of 
an existing loan to the Group of £1m. Based on the latest 
information the directors believe these to be reasonable 
assumptions. The running costs of the Company are 
assumed to continue at the current levels and other cash 
commitments are modest and have been factored in.
(b) Therium
 The Company has committed to fund Therium a primary 
loan of £240,000. There is also a secondary loan of 
£240,000 but this would require further Board approval. 
The forecast assumes a positive cash return from a 
combination of Therium and the Company’s direct legal 
investments. The directors believe this to be a reasonable 
assumption given the plans for Therium.
(c) CAML/PFL
 The CAML/PFL business plan assumes that the growth 
in the business is funded by the £5m from BIS together 
with £5m of matched funding from third party investors. 
Funding agreements are in place for five years for £3m of 
this matched funding and advanced discussions are in 
progress for the other £2m. Other growth is expected to 
be funded by filling the available capacity on the existing 
managed account and new managed accounts.
(d) TFPL
 The trade finance business requires significant funding  
as the business grows and allowance has been made  
in the forecast for the midrange of growth outcomes. 17
City of London Group plc
Governance
The main risk factors around the cash flow forecast are  
as follows:
(i) The non-renewal or non-replacement of the Lloyds 
overdraft facility and the £1m loan;
(ii) the non-repayment of loans issued of £900k;
(iii) the non-receipt of £900k of income from Therium or 
the Company’s litigation investments;
(iv) the inability to sell the unlisted investment of c.£400k;
(v) delayed repayment of loans from City of London Law 
Funding; and
(vi) accelerated or additional funding required by TFPL.
During the year Macquarie signed up to provide a facility  
of up to £25m to the trade finance business.
Although specific action will be taken to minimise the impact 
of the above risks consideration is being given to increasing 
the capital base of the Company. Other mitigations include 
operating cost savings and acceleration of disposal of the 
listed investment portfolio.
After consideration of the above risk factors, the 
available surplus together with mitigations and reducing 
‘discretionary’ and uncommitted expenditure, the directors 
are satisfied that the Company has and will maintain 
sufficient financial resources to enable it to continue 
operating for the foreseeable future and therefore continue 
to adopt the going concern basis in preparing the annual 
report and accounts.
Greenhouse gas emissions reporting
Starting in the financial year 2013/14 the Group will be 
required by the Greenhouse Gas Emissions (Directors’ 
Report) Regulations 2013 to disclose the Greenhouse  
Gas emissions that arise from the Group’s activities.
The regulations require the Group to disclose total annual 
greenhouse gas emissions, the calculation methodology used 
as an intensity metric (which expresses the Group’s emissions 
against a quantifiable activity of the Company). 2013/14 will be 
used as a baseline and emissions in subsequent years will be 
reported against this benchmark.
The Group is aware of its obligations under this legislation 
and is committed to the concepts and implementation of 
corporate responsibility in its day to day operations. To this 
end, sustainability strategy consultants have been appointed 
to prepare the emissions reporting where required, work 
with any part of the Group who will be affected and ensure 
compliance going forward.
There is no requirement under these regulations for the Group 
to purchase any permits or allowances for the emissions of 
greenhouse gases.
Financial instruments
Details of the financial instruments to which the Group is a 
party are included in note 32 to the financial statements.
Audit information
In accordance with section 418 Companies Act 2006,  
each of the directors confirms that: 
(i)  so far as they are aware, there is no relevant audit information 
of which the Company’s auditors are unaware; and 
(ii)  they have taken all steps they ought to have taken to 
make themselves aware of any relevant audit information 
and to establish that the Company’s auditors are aware 
of such information.
Appointment of auditors
During the year, the audit was put out to tender and the board 
has appointed BDO LLP as auditors of the Company, in place 
of Rees Pollock who resigned from their office. A resolution 
proposing the reappointment of BDO LLP as the Company’s 
auditors will be put to members at this year’s AGM.
Annual General Meeting
The 2013 annual general meeting will be held at 10.00am 
on Tuesday 24 September 2013 at Wax Chandlers’ Hall, 6 
Gresham Street, London, EC2V 7AD. The notice of meeting 
and details of the business to be transacted are contained in 
a separate document which will be sent to shareholders with 
a form of proxy.
By order of the Board
L E Young
Company Secretary
24 June 2013 18 
Annual Report & Accounts 2013
Governance
City of London Group plc
Corporate governance statement
Introduction
The directors recognise the importance of sound corporate 
governance, while taking into account the Company’s size 
and stage of development. The rules of the UK Listing 
Authority require listed companies to disclose how they have 
applied the main principles and complied with the provisions 
of the UK Corporate Governance Code (the Code) issued by 
the Financial Reporting Council in June 2010. The Code can 
be found at www.frc.org.uk.
Application of main principles
The Company has applied the main principles of the Code  
as follows.
Leadership
The Board is chaired by Henry Lafferty, a Non-executive 
director and Eric Anstee is the Chief Executive. There is a 
clear division of responsibilities between them. This has  
been set out in writing and approved by the Board. The 
Chairman is responsible for managing the Board and 
ensuring it functions effectively while the Chief Executive is 
responsible for running the business within the framework 
of authority determined by the Board. The other executive 
directors are John Kent (Deputy Chief Executive) and 
Howard Goodbourn (Finance Director). John Greenhalgh is 
a non-independent Non-executive director. Since the end 
of the financial year he has appointed Andrew Crowe as 
his alternate. Tony Brierley, Nigel Sidebottom (appointed 
during the year) and John Williams are all independent Non-
executive directors. This satisfies the Code provision that 
companies below the FTSE 350 should have at least two 
independent Non executive directors. 
Tony Brierley has been appointed as the senior independent 
director and he is available for communications with investors 
should they consider that they are unable to approach their 
normal contact at the Company
The directors have a duty to promote the success of the 
Company and to this end the Board has clearly defined 
responsibilities set out in a formal schedule of matters 
reserved to it which includes setting the Company’s strategy; 
approving any major changes to the Group’s structure or 
share capital; approving the annual report and accounts 
and shareholder communications; ensuring a sound system 
of internal controls and risk management; approving major 
contracts; determining the remuneration policy (on the 
recommendation of the remuneration committee); and 
making appointments to the Board and other offices. The 
Board has delegated certain functions to the audit and 
risk committee, remuneration committee and nomination 
committee. Terms of reference for these committees are 
available on the Company’s website. 
Further details of the committees are given below.
Effectiveness
The directors
Biographical details of the directors are set out on pages 
8 and 9. The directors have a broad range of skills and 
experience. New directors receive a tailored induction 
programme which includes presentations by and meetings 
with, the heads of the Group’s key business platforms; 
briefings on the work of the Board committees and meetings 
with some of the Company’s advisers. All directors also 
receive updates on relevant legal and regulatory changes.
Board procedures
The Board meets each month. Prior to each meeting, 
comprehensive papers, which include regular business 
updates and management accounts, are prepared and 
issued. Discussion papers are issued well in advance of the 
need for Board approval to allow sufficient time for considered 
debate and decision. All significant decisions are taken at 
Board level. Additional board meetings are convened between  
the scheduled meetings if required.
There is an agreed procedure for directors to take 
independent professional advice if necessary at the 
Company’s expense. This is in addition to them having 
access to advice from the Company secretary. Concerns 
relating to the executive management of the Company or 
the performance of the other Non-executive directors can 
be raised with Henry Lafferty, the Board Chairman, or Tony 
Brierley, the senior independent director. 
A register of directors’ interests ( including any actual or 
potential conflicts of interest) is maintained and reviewed 
regularly to ensure all details are kept up to date. Directors’ 
declarations of interest is a regular Board agenda item. 
Authorisation is sought prior to a director taking on a new 
appointment or if any new conflicts or potential conflicts arise. 
Performance evaluation
The Board evaluates its own performance and that of its 
committees and individual directors. An internal review of 
Board effectiveness was carried out during the year and 
as a result, the processes for providing clear, accurate and 
timely information for the directors were altered. The use 
of electronic board packs is currently being investigated to 
ascertain if this would bring greater efficiency to the board 
process. The annual schedule of board agenda items was 
also reviewed and updated.
All directors will retire and stand for re-election at the AGM. 
Details of the service contracts of the executive directors 
are provided in the directors’ remuneration report. The 
Non-executive directors have letters of appointment, which 
are not service contracts and which can be made available  19
City of London Group plc
Governance
on request. The Board confirms that each of the directors 
to be proposed for re-election at the AGM continues to 
demonstrate the necessary commitment and to be a fully 
effective member of the Board.
Audit and Risk committee report
Composition and terms of reference
The remit of the audit committee was formally extended 
during the year to encompass risk and the terms of reference 
have been updated accordingly. The committee comprises 
the independent Non-executive directors – Tony Brierley 
(Committee Chairman), Nigel Sidebottom and John Williams 
and the Chairman of the Board, Henry Lafferty. Henry  
Lafferty has recent and relevant financial experience. 
Financial results
The committee reviews the full and half year financial results 
before they are considered by the Board for release to the 
market, including the going concern statement and the 
information to support it.
Internal controls and risk management
During the year, the committee reviewed the effectiveness 
of the Group’s internal control environment, including the 
procedures and controls within the business platforms, 
through presentations by the heads of those businesses.  
It has also overseen a review of Group policies and 
procedures, such as share dealing and whistleblowing.
The committee regularly discusses the risk register which is 
updated as necessary to reflect changing circumstances. The 
Board as a whole also considers risk on a regular basis, both in 
terms of overall risks facing the Group as well as specific risks 
relating to the individual businesses and proposed transactions. 
External auditors
The committee considers the scope and findings of the 
external audit as well as the independence and objectivity of 
the external auditors. The committee has agreed the policy 
for the provision of non-audit services by the auditors. The 
committee does not regard the non-audit fees, compared 
to the audit fees, as being at a level that could influence the 
auditors’ objectivity. The split between audit and non-audit 
fees for the year under review appears in note 6 on page 49. 
The audit and risk committee normally meets with the external 
auditors without management being present, at least once a 
year at the time of the approval of the full year results. 
Change of auditors
During the year, the audit was put out to tender. Following a 
selection process the audit and risk committee recommended 
to the Board the appointment of BDO LLP as the Company’s 
auditors. The board endorsed the recommendation and made 
the appointment.
Internal audit
The audit and risk committee, having reviewed the need for 
internal audit, recommended that this be carried out. Various 
external providers were considered and the board has 
recently appointed Moore Stephens as its internal auditor. A 
plan for the first year’s internal audit programme has been 
agreed, including client asset management and cash controls.
Board review of internal controls and risk management
The Board confirms that it has procedures in place 
implementing the FRC guidance on internal controls. There 
is an ongoing process, which is kept under regular review by 
the Board, for identifying, evaluating and managing, rather 
than eliminating, the significant risks faced by the Group. The 
Board believes that the Group’s system of internal controls 
outlined below, continues to be sufficient for the business.
The directors acknowledge their responsibility for the Group’s 
system of internal and financial controls, including suitable 
monitoring procedures, in order to provide reasonable, 
but not absolute, assurance of the maintenance of proper 
accounting records and the reliability of the financial 
information used within the business. The Board has reviewed 
the effectiveness of the system of internal financial controls 
which operated during the period covered by this directors’ 
report and accounts.
The key controls are:
• Clearly defined organisational responsibilities and limits  
of authority.
• Established procedures for authorisation of capital 
expenditure and investment of cash resources.
• Production of monthly management accounts which 
are compared to budget, and regular reporting of key 
information to the Board including the monitoring of 
performance of investments. 
• The maintenance of a detailed risk register which includes 
analysis of all of the key risks facing the Group. This is 
reviewed by both the audit and risk committee and the  
full board.
The respective responsibilities of the directors and the 
auditors in connection with the financial statements are 
explained on pages 71 and 72. The directors’ statement  
on going concern is on page 16.  20 
Annual Report & Accounts 2013
Governance
City of London Group plc
Corporate governance statement continued
Board
Audit & Risk 
committee
Remuneration 
committee
Nomination 
committee
Attended
Eligible  
to attend Attended
Eligible  
to attend Attended
Eligible  
to attend Attended
Eligible 
 to attend
H Lafferty 20 20 5 5 5 5 1 1
E Anstee 19 20 – – – – 1 1
A Brierley 19 20 5 5 5 5 1 1
H Goodbourn 18 20 – – – – – –
J Greenhalgh 9 20 – – – – – –
J Kent 20 20 – – – – – –
N Sidebottom 7 7 2 2 1 1 – –
J Williams 19 20 5 5 4 5 1 1
Remuneration committee
The role, composition and activities of the remuneration 
committee and details of how the Company applies the 
principles of the Code in respect of directors’ remuneration 
are set out in the remuneration committee report on pages 
21 to 25.
No director is involved in discussions or decisions on their 
own remuneration. The remuneration committee, which 
determines the remuneration packages of the executive 
directors, is made up of the independent Non-executive 
directors - John Williams (Committee Chairman),Tony Brierley 
and Nigel Sidebottom and the Chairman of the Board, 
Henry Lafferty. Remuneration of Non-executive directors 
is determined by the Board. Non-executive directors 
abstain from discussions or voting concerning their own 
remuneration. A statement of the Company’s remuneration 
policy together with details of directors’ remuneration  
appears in the remuneration committee report.
Nomination committee
The nominations committee comprises Henry Lafferty, Eric 
Anstee, Tony Brierley, Nigel Sidebottom and John Williams. 
The committee considers matters such as Board and director 
effectiveness and succession planning. 
During the year, one new Non-executive director was 
appointed. Before the search was undertaken the committee 
considered the skills needed on the Board so that an 
appropriate person specification could be drawn up to 
facilitate the search.
Attendance at meetings
Directors’ attendance at Board and committee meetings 
during the year is summarised in the table below.
Relations with Shareholders
The annual report is sent to all shareholders and, on 
request, to other parties who have an interest in the Group’s 
performance. The Company endeavours to send the notice 
of AGM and supporting papers to shareholders at least 20 
working days before the meeting and responds promptly to 
any enquiries received from shareholders. All shareholders 
have the opportunity to put forward questions at the 
Company’s AGM. Dialogue is maintained with major investors 
and their views are communicated to the Board.
The Board intends to explore additional ways in which to 
engage with investors to provide opportunities for them to 
communicate their views to the Board and, in particular, to the 
Chairman and the Non-executive directors.
Compliance with the Code provisions
The Company continues to make good progress towards full 
compliance with the Code. The areas of non-compliance are 
noted below.
The Non-executive directors meet regularly with the Chairman 
to discuss matters regarding the progress and performance 
of the business generally and as the need arises. During 
the year, although the senior independent director has not 
met with the other Non-executive directors to conduct a 
performance evaluation of the Chairman and the Chairman 
has not met formally with each director to agree their ongoing 
training and development needs, the directors have good 
working relationships and deal with such matters informally. 
Should the directors consider it desirable in future to formalise 
these arrangements they will do so.  21
City of London Group plc
Governance
Remuneration committee’s report
Introduction
This report has been prepared in accordance with Schedule 8 (Quoted Companies: Directors’ Remuneration Report) to the 
Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008. The auditors are required to 
report on the auditable part of this report and to state whether, in their opinion, that part of the report has been properly 
prepared in accordance with the Companies Act 2006. The report is therefore divided into separate sections for audited  
and unaudited information.
Unaudited information
Remuneration committee
The remuneration committee is responsible for developing policy on remuneration for executive directors and senior 
management and for determining specific remuneration packages for each of the executive directors. The committee members 
are John Williams (committee chairman), Tony Brierley, Henry Lafferty and Nigel Sidebottom. The remuneration committee is 
formally constituted with written terms of reference which set out the full remit of the committee. A copy of the terms of reference 
is available on the Company’s website www.cityoflondongroup.com. The remuneration committee met five times during the year.
Remuneration policy overview
The remuneration committee has adopted a remuneration policy so that total levels of compensation encourage and reward 
high performance and attract and retain individuals of the right calibre to ensure the Company meets its objectives. It is the 
opinion of the remuneration committee that shareholders’ interests are best served by focusing a greater proportion of total 
remuneration on performance-related compensation. 
Short and long-term incentives are structured so as to align directors’ interests with those of shareholders by rewarding them 
for enhancing shareholder value, over a benchmark return for shareholders. During the year the remuneration committee has 
reviewed the structure of executive remuneration and changes are planned. These are noted in the appropriate sections of the 
report below.
Service contracts
The Company does not have a rigid policy on the duration of contracts with directors. Similarly, notice periods and termination 
payments under such contracts are negotiated individually with the director concerned. When deciding on the above the 
remuneration committee will consider issues such as prevailing market conditions and the calibre of the individual concerned.
Details of executive directors’ service contracts are shown below: 
Director Date of contract Un-expired term Notice period
Compensation 
payable on early 
termination
E Anstee November 2009 12 months rolling 12 months contractual
H Goodbourn October 2011 12 months rolling 6 months contractual
J Kent November 2009 12 months rolling 6 months contractual
 
The Non-executive directors have letters of appointment, details of which are shown below:
Director
Date of letter of 
appointment Unexpired term Notice period
Compensation 
payable on early 
termination
A Brierley December 2011 n/a 3 months n/a
J Greenhalgh December 2010 n/a 3 months 3 months
H Lafferty December 2010 n/a 3 months 3 months
N Sidebottom December 2012 n/a 3 months n/a
J Williams November 2011 n/a 3 months n/a 22 
Annual Report & Accounts 2013
Governance
City of London Group plc
Basic salary
The remuneration committee’s policy for senior management is to set base salaries at lower quartile levels. Salaries are reviewed 
annually. When determining the salary of the executive directors, the remuneration committee takes into consideration the levels 
of base salary for similar positions with comparable status, responsibility and skills, in organisations of broadly similar size and 
complexity. These factors are considered in parallel with the following:
• The management’s long term incentive scheme
• The individual executive director’s experience and responsibilities: and
• Pay and conditions throughout the Group
Annual performance-related bonus
Up until the end of the Company’s 2012/13 financial year, no formal annual bonus plan had been adopted as an overall 
management incentive scheme was seen to be most appropriate. This effectively combined the long and short term incentive 
arrangements. As part of its review of the executive remuneration structure, the remuneration committee has now decided to 
introduce an annual bonus plan. The plan is to have a maximum potential of 75% of base salary and the performance criteria 
will be based on the delivery of financial and non financial performance criteria including the growth of the platforms in terms of 
revenue, earnings and customers, development of the management team and succession planning. The plan will be introduced 
in respect of the 2013/14 financial year.
Annual and deferred incentive plan
This plan was adopted in February 2010 following shareholder approval. It is used to provide cash and equity incentives over 
ordinary shares of 10 pence each in the capital of the Company. This plan is available to the executive directors and certain 
senior employees to provide a remuneration package that over time best aligns the interests of executives with those of the 
Company’s shareholders. 
Allocations are made to participants in the incentive plan from a bonus pool, the value of which depends on a minimum annual 
growth in the Company’s net asset value (NAV) or total shareholder return (TSR). The bonus pool in respect of each financial 
year is calculated as 20% of the higher of the NAV or TSR growth during this financial year, which exceeds 8% a year. 
For each of the financial years ended 31 March 2013 and 31 March 2012 there was no available bonus pool as neither TSR nor 
NAV grew by more than 8% per annum over the previous year. If an award does vest, one third would vest immediately, and 
the remaining two thirds would be deferred into conditional equity awards. These are settled by an option over the equivalent 
number of ordinary shares to be held in an Employee Benefit Trust (EBT) following the full year results’ announcement, based  
on the average of the closing share prices for the three consecutive dealing days immediately following the announcement. 
Any deferred award will vest in two equal instalments. The first will be at the end of the first anniversary of the grant and the 
remainder on the second anniversary of the grant, provided that the remuneration committee is satisfied that the NAV or TSR 
of the Company achieved at the end of the financial period relevant to the bonus pool has been sustained over the proceeding 
financial year(s) comprised in the calculation and that employment conditions are fulfilled to the date of vesting.
Following the review of the executive remuneration structure the remuneration committee is proposing amendments to this plan. 
These require shareholder approval and full details are given in the circular containing the AGM notice.
In accordance with IFRS2, the fair value of the share options awarded in respect of the deferred element will be spread over the 
period to which the non-market performance conditions, being continued employment with the Company, apply. The Company 
was advised by Norton Rose LLP on the design of the incentive scheme. 
Option schemes
Fixed price options 
Fixed price options have been awarded to executive directors and senior employees. Details of awards to directors are given in 
the table on page 25.
Remuneration committee’s report continued 23
City of London Group plc
Governance
Unapproved options 
At a general meeting in September 2011 the grants of unapproved share options to employees and consultants of the Group 
were approved. Following this approval, on 13 September 2011 a total of 301,638 options were granted to employees and 
131,148 were granted to consultants. The exercise price per share is 76.25p. The options are exercisable between the third and 
tenth anniversaries of the date of grant, subject to certain performance conditions being met. The directors do not participate in 
this scheme. No further awards were made under this scheme during the year and no options were exercised.
The remuneration committee is only involved in setting pay for the executive directors and senior managers of the Company, 
however it is aware of pay and conditions for other staff in the Company and for the senior managers in the business platforms 
when making these decisions.
Fees
Eric Anstee is a Non-executive director of Paypoint plc, Insight Asset Management and Sunlife Assurance Company of Canada 
(U.K.) Limited. He retains some of the fees payable in relation to these appointments and the remainder are paid to a company 
which he controls. The total fees from these sources are £150,000 pa.
John Kent is Chairman of Penta Capital Partners and he resigned as a director of TTT Moneycorp during the year. He retains the 
fees payable in relation to these appointments which total £16,250 pa. 
Performance graph 
The performance graph below shows the total shareholder return delivered by the Group over the five years ended 31 March 2013, 
in comparison to the total shareholder return delivered by the FTSE Fledgling Index. The Board selected the FTSE Fledgling Index 
to take into account both the size of the Group and the range of operating activities and investments over the period. 
Total return graph 2008 to 2013 indexed to 100
City of London Group plc FTSE Fledgling
140
120
100
60
80
0
40
20
180
160
2008 2009 2010 2011 2012 2013 24 
Annual Report & Accounts 2013
Governance
City of London Group plc
Audited information
The following disclosures on directors’ remuneration have been audited as required by section 447 of the Companies Act 2006 
and the Listing Rules.
The remuneration of directors who served during 2011–12 and 2012–13 is shown in the table below. Remuneration includes 
management salaries, fees as directors, taxable benefits and the incentive scheme. Remuneration shown is in respect of each 
director’s period in office during the year as a Board member of City of London Group plc and includes remuneration from the 
Company and its subsidiary undertakings. Taxable benefits comprise the provision of private medical health insurance.
Total remuneration Incentive scheme
Salary  
£
Benefits  
£
Pension 
contributions  
£ 
Fees  
£ 
Sub-total 
£
Deferred 
£
Vested  
£
31 March 
2013  
£
31 March 
2012  
£
Executive 
directors
E Anstee 150,648 468 – – 151,116 – 34,044 185,160 146,335
H Goodbourn 126,250 224 4,537 – 131,011 – – 131,011 77,150
J Kent 137,319 – – – 137,319 – 25,012 162,331 127,519
Non-executive 
directors
A Brierley – – – 31,875 31,875 – – 31,875 10,000
J Greenhalgh – 5,169 – 21,000 26,169 – – 26,169 22,595
H Lafferty – – – 61,875 61,875 – – 61,875 58,400
N Sidebottom – – – 9,167 9,167 – – 9,167 –
J Williams – – – 31,875 31,875 – – 31,875 12,500
Total 414,217 5,861 4,537 155,792 580,407 – 59,056 639,463 454,499
 (a) N Sidebottom was appointed on 1 December 2012
 (b) The amounts vested in the year related to the deferred incentive from the 2009/2010 scheme.
Remuneration committee’s report continued 25
City of London Group plc
Governance
The directors’ interests in the deferred elements of the long term incentive scheme were as follows:
1 April 2011 Vested Clawed back 31 March 2012
E Anstee £ £ £ £
2009/10 deferred incentive (2nd year) 28,686 28,686 – –
2010/11 deferred incentive (2nd year) 74,646 – 74,646 –
Total 103,332 28,686 74,646 –
J Kent
2009/10 deferred incentive (2nd year) 21,075 21,075 – –
2010/11 deferred incentive (2nd year) 54,842 – 54,842 –
Total 75,917 21,075 54,842 –
There were no awards under the 2012/13 or the 2011/12 incentive scheme years and claw back under the scheme was effective 
over the first element of the deferred incentive for the 2010/11 scheme and part of the 2009/10 scheme award.
The directors’ interests in the fixed price share options are as follows:
Date of 
Grant
At 
01/04/2012
Granted in 
year
Exercised 
in year
At 
31/03/2013
Exercisable 
from
Exercisable 
to
Exercise 
price
E Anstee 11/02/2010 100,000 – – 100,000 11/11/2012 11/11/2019 55.8p
H Goodbourn 30/11/2011 143,267 – – 143,267 30/11/2014 30/11/2021 69.8p
J Kent 11/02/2010 70,000 – – 70,000 11/11/2012 11/11/2019 55.8p
No options were exercised during the year. 
The market price of the Company’s ordinary shares on 31 March 2013 was 67.5p (2012: 67.5p) and the average price for the 
year was 72.4p. During the year the highest price reached was 81.0p and the lowest was 67.5p.
By order of the Board
John Williams
Chairman of the remuneration committee 
24 June 2013  26 
Annual Report & Accounts 2013
Governance
City of London Group plc
Statement of risks
Risk Area Risk Potential impact Mitigation strategies
1. Operational Risk
Business  
Continuity
Unavailability of business premises 
due to fire, disaster etc.
Disruption of transport etc. 
by major events.
Failure of computing/data systems.
Loss of vital documentation such as 
share certificates, contracts and financial 
instruments.
Inability to get to office premises.
Inability to access working documentation.
Ability of staff to work remotely from  
home or other agreed locations.
Processes & procedures for achieving 
 this exist and a full Disaster Recovery  
Plan (DRP) is now being implemented.
Key documents held in electronic format 
and copies with lawyers.
Systems/data are backed up remotely  
and data could be restored to  
replacement equipment in an  
acceptable timescale. The DRP will 
implement a full system of remote 
mirrored system capability.
Legal and 
regulatory
Failure to comply with legal and 
regulatory obligations.
This could have a material adverse effect 
on the Company’s business or lead to its 
shares being suspended from trading.
The Company is subject to laws and 
regulations, enacted by national, regional 
and local governments. It is required to 
comply with certain on-going notification 
requirements that are applicable to a 
closed-ended investment company 
governed by English law.
The Company makes extensive use of 
outside advisers and consultants to  
provide specialist advice.
The make-up of the non-executive  
element of the Board addresses  
specific areas of expertise.
Training and professional development  
is encouraged in our senior management 
employment procedures.
Competition The Company may become 
subject to increased competition in 
sourcing and making investments.
This could lead to, amongst other things, 
the Company finding it difficult to invest.
Greater difficulty in attracting third party 
funds and achieving appropriate returns.
The investment platforms are in niche  
and complex areas and these mitigate 
this risk.
Demonstrating superior returns is  
our best mitigating factor. 27
City of London Group plc
Governance
Risk Area Risk Potential impact Mitigation strategies
1.  Operational Risk 
continued
Exposure in  
relation to natural 
resource investee 
companies
The nature of the market in  
which the Company holds a 
significant percentage of its 
investment share portfolio.
Susceptibility to regulation by 
environmental laws; dependency 
on grant, renewal, or continuance 
of permits; the speculative nature 
of exploration in that it could never 
lead to discovery.
The price volatility of the natural  
resource sector.
All such investments are made on the 
detailed analysis of the fundamental values 
supporting the stock prices.
On-going monitoring of the investee 
companies.
The portfolio has reduced significantly and 
is planned to reduce further.
Risks relating to the 
Group’s investment 
platforms
Reliance upon the management of 
each portfolio company to manage 
and operate the relevant company 
on a day-to-day basis
The Company may not always be able to 
protect its interests fully.
The Company has a director on the board 
of each investment platform.
Key Man Insurance being considered and 
implemented for Therium and TFPL.
Risk Management of platforms is reviewed 
by Audit & Risk Committee.
Directors of the Company participate in 
the risk and credit committees of each 
underlying investment platform.
Exposure to country 
and regional 
risk (political, 
financial, economic, 
geographical)
Investments spanning several 
countries, which are subject  
to certain uncontrollable risks
Geopolitical turmoil such as terrorism 
and war, natural disasters, and financial 
fragilities can all have significant 
consequences on the performance 
of the Company’s investments.
Diversification by geography, product, 
sector, and company protect against  
many of these fluctuations. 
The Company’s main investment platforms 
are UK based.
Separation of 
Managed Funds
Managed funds and client monies 
being mixed, used and invested for 
purposes for which they were not 
originally intended.
Violation of FCA and other professional 
bodies’ regulations/practices. 
Loss of accreditation/licences. 
Fines and financial penalties.
All managed funds go through separate 
financial committees which ensure that 
the mandates for each individual fund are 
clearly defined, expressed and adhered to
People Retention of the platforms’ 
operational management.
Adverse effects on the performance  
and hence value and profitability of  
the platforms..
Remuneration retention policy including 
incentives to remain within the Group.
Under constant review (through the RemCom). 28 
Annual Report & Accounts 2013
Governance
City of London Group plc
Statement of risks continued
Risk Area Risk Potential impact Mitigation strategies
2. Financial Risk
Foreign  
Exchange Risk
Fluctuations in foreign currency 
exchange rates on earnings  
and liquidity.
Principally in respect of the foreign-
currency-denominated bank accounts  
and loans.
Exposure in respect of ‘available-for-sale’ 
financial assets denominated in overseas 
currencies.
Maintenance of a narrow spread of 
currencies to minimise exchange fluctuations.
Tracking and consideration of the  
exchange rates before asset disposal.
Investment portfolio in overseas 
currencies is planned to reduce.
Interest Rate Risk Investee companies being 
financed through third party 
borrowings.
Could lead to an increase in the 
 investment risk and/or the exposure  
to interest rate fluctuations.
Where possible this risk is passed  
on to clients in the nature of trade of 
the underlying business.
Group borrowing is kept under close review.
Group Cash  
Flow Risks
Reliance on profits and cash 
distribution from the underlying 
investment platforms to fund central 
operating costs and dividends.
Being forced to dispose of assets 
at a less favourable time in order to 
raise cash.
Inability to implement a successful 
placing if deemed appropriate.
Inability to operate on a day to day basis.
Inability to deliver the business plan.
Inability to support platforms as required.
Group financial controls exist along  
with consolidated reporting.
Group cash flow forecast is kept  
under constant review.
Platform Cash Flow COLG and platforms unable  
to raise funds.
Platforms do not develop into viable 
businesses and close.
Early stage platforms lack significant 
funding to achieve their business goals  
and objectives
The investment platforms receive Group 
support for attracting third party monies
Shareholder agreements are in place 
with the minority interest parties of  
each platform to allow for payment of 
managed fees, interest on loans and  
profit distributions.
Each operating platform is subject to  
pre-agreed annual budgets and cash- 
flows to ensure viability and performance.
Group focus on fund raising for the platforms.
Valuation Risk Fluctuation in the value of 
assets being held, particularly 
in the unlisted portfolio.
The fluctuation in the Company’s unlisted 
stocks could reduce its NAV in a less 
controlled manner.
The investment policy provides for 
no single investment in the portfolio 
exceeding 20% of gross assets.
Credit Risk Inability to raise funds  
or borrowings.
Incurring of bad debts.
Company liquidity issues.
Inability to fund new platforms/businesses.
Impact on balance sheet and overall 
profitability of the Company.
Platforms have credit insurance  
as appropriate.
Carry out due diligence on new initiatives.
Use of recognised credit checking systems.
Use of credit committees on which COLG  
is represented.
Price Volatility & 
Liquidity of Stocks
Price risk on ‘available-for-sale’ 
financial assets including operating 
investments and investments in 
legal funds, as well as portfolio of 
financial assets.
Overall reduction in value of holdings.
Reduced overdraft facility and borrowing 
levels secured against its portfolio.
Exposure to higher value stocks
The portfolio has been reduced significantly.
Managed price risk in respect of 
investments in unlisted operating 
investments and legal funds to achieve an 
overall investment portfolio which limits 
exposure to unlisted investments individually 
and collectively. 29
City of London Group plc
Governance
Risk Area Risk Potential impact Mitigation strategies
3. Project Risk
Litigation Risk in 
funding legal cases
No guarantee that cases will be 
successful or will pay the returns 
targeted by the Board.
In some instances the Company could be 
liable for the defendants’ costs and fees.
The Company is reliant on the ability of 
the lawyers representing the claimants in 
cases to proceed with due skill and care.
Third party litigation funding is currently 
unregulated but the government has 
recently launched a consultation, which 
may lead to statutory regulation of the 
industry in the future, which could have 
an adverse impact on the Company’s 
investments.
Cases are only agreed for funding after a 
careful and planned screening process.
Requirement for insurance to be in place to 
cover adverse costs awards in the event a 
case is lost.
Returns are set based on commitments 
made providing significant margin to cover 
occasional case losses.
Individual cases are now limited to a  
£1m cap.
£1m now invested directly in cases.
Increased time-scales 
for returns on legal 
cases
Legal cases take longer to 
determine than planned.
Hinders business and financial planning.
Adverse effect on the Company’s financial 
results and ability to raise funds.
Continuous refinement of case-take up  
to try to ensure a short/medium/long  
term spread of return.
4. Other Risks
Reputational Risk Any loss of face/reputation in the 
platforms would be reflected at 
Group level.
Branding, specifically the ’name’ 
could result in confusion with 
other generic or similarly named 
organisations.
Loss of share value at Group level and 
increasing difficulty to raise funds at 
Platform level.
Incorrect perception by the market/general 
public of inappropriate actions.
Group Directors sit on the Boards of the 
platforms to influence business practices.
Financial promotions by the platforms 
have to receive Group endorsement 
and approval through the Compliance 
function.
Use of strong PR and brokerage on a 
regular basis to ensure that there is 
differentiation through good reporting 
marketing and investor relations. 30 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
Note
31 March 2013 
£’000
31 March 2012
£’000
Gross value of goods and services invoiced 2.2 32,330 15,540
Revenue (restated) 4 5,133 2,520
Cost of sales (restated) 4 (1,367) (753)
Gross profit 3,766 1,767
Administrative expenses 6 (5,530) (4,159)
Profit on sale of investments 7 1,391 1,001
Provision for impairment of investments 7 (275) (65)
Net loss on legal cases 7 (83) (725)
Share of profits of associates and joint ventures 17 24 –
Other operating income 8 233 208
Loss from operations (474) (1,973)
Finance expense 10 (1,090) (157)
Loss before tax (1,564) (2,130)
Income tax expense 11 (215) 54
Loss after tax (1,779) (2,076)
Loss for the year attributable to:
Equity holders of the parent (1,551) (1,433)
Non-controlling interest (228) (643)
(1,779) (2,076)
Basic and diluted earnings per share 13 (8.23p) (8.24p)
Consolidated income statement
for the year ended 31 March 2013 31
City of London Group plc
Financial statements
Consolidated statement of comprehensive income
For the year ended 31 March 2013
Note
31 March 2013 
£’000
31 March 2012
£’000
Loss for the year (1,779) (2,076)
Other comprehensive income
‘Available-for-sale’ financial assets
– Valuation gains / (losses) taken on equity investments (501) (465)
– Provision for impairment transferred to income statement 129 36 
– Profit on sale transferred to income statement (1,365) (869) 
– Deferred tax provision 159  239 
Other comprehensive income / (expense) (1,578) (1,059)
Total comprehensive income / (expense) (3,357) (3,135)
Total comprehensive income / (expense) attributable to:
Equity holders of the parent (3,129) (2,492)
Non-controlling interest (228) (643)
(3,357) (3,135) 32 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
Attributable to owners of the parent company 
Attributable 
to minority 
interest
£’000
Total 
equity
£’000
Fair value 
reserve
£’000
Derivative 
Reserve
£’000
Retained 
earnings
£’000
Share 
premium
£’000
Share 
capital
£’000
Total 
£’000
At 31 March 2011 2,552 (242) 913  5,797  1,114 10,134  (520) 9,614 
‘Available-for-sale’ investments
–  Valuation gains / (losses) 
taken to equity (465) –  –  –  – (465) – (465)
–  Transferred to provision  
for impairment 36 –  –  –  – 36 – 36
–  Transferred to profit  
or loss on sale (869) –  –  –  – (869) – (869)
– Deferred tax provision 239 –  –  –  – 239 – 239
Net income recognised directly 
in equity (1,059)  –  –  –  –  (1,059)  –  (1,059) 
Profit / (loss) for the year –  – (1,433) –  – (1,433) (643) (2,076)
Total comprehensive income (1,059) – (1,433)  –  –  (2,492) (643) (3,135)
Value of employee services –  –  (505)  –  –  (505) – (505) 
Arising on business 
combination – 45 –  –  – 45 (10) 35
Dividends paid –  –  (268) –  –  (268) – (268)
Issue of shares –  –  –  4,548  723  5,271 – 5,271
Sale of treasury shares (note 25) –  –  56  79  –  135 – 135
At 31 March 2012 1,493 (197) (1,237)  10,424  1,837  12,320  (1,173) 11,147 
‘Available-for-sale’ investments
–  Valuation gains / (losses) 
taken to equity (501) –  –  –  –  (501) – (501)
–  Provision for impairment 
transferred to income 
statement 129 –  –  –  – 129 – 129
–  Profit on sale transferred  
to income statement (1,365) –  –  –  – (1,365) – (1,365)
– Deferred tax provision 159 –  –  –  – 159 – 159
Net income recognised  
directly in equity (1,578) –  –  –  –  (1,578) –  (1,578)
Profit for the year –  –  (1,551) –  –  (1,551) (228) (1,779)
Total comprehensive income (1,578) (1,551) –  –  (3,129) (228) (3,357)
Value of employee services –  –  (5) –  –  (5) –  (5)
Arising on business 
combination –  197  –  –  –  197 193 390
Dividends paid –  –  (155) –  –  (155) –  (155)
Issue of shares –  –  – 1,042 184 1,226 – 1,226
Sale of treasury shares (note 25) –  –  38  –  –  38  –  38 
At 31 March 2013 (85) – (2,910) 11,466  2,021  10,492  (1,208) 9,284 
(i) The fair value reserve shows the movement in fair value of the ‘available for sale’ financial assets and the derivative reserve related to the fair value of a 
put option on the management owned shares of one of the subsidiaries.
(ii) The Employee Benefit Trust is consolidated in these financial statements in accordance with the accounting policy in note 2.23. The sale of shares by 
the EBT which were issued to directors under the incentive scheme.
Consolidated statement of changes in equity 33
City of London Group plc
Financial statements
Company statement of changes in equity
Fair value 
reserve
£’000
Retained 
earnings
£’000
Share 
premium
£’000
Share 
capital
£’000
Total
£’000
At 31 March 2011 2,552 1,441 5,797 1,114 10,904
‘Available-for-sale’ investments
– Valuation gains / (losses) taken to equity (465) – – – (465)
– Transferred to provision for impairment 36 – – – 36
– Transferred to profit or loss on sale (869) – – – (869)
– Deferred tax provision 239 – – – 239
Net income recognised directly in equity (1,059) – – – (1,059)
Profit for the year – (946) – – (946)
Total income and expense for the year (1,059) (946) – – (2,005)
Value of employee services – (94) – – (94)
Dividends paid – (276) – – (276)
Issue of shares – – 4,548 723 5,271
Sale of treasury shares – 56 80 – 136
At 31 March 2012 1,493 181 10,425 1,837 13,936
‘Available-for-sale’ investments
– Valuation gains / (losses) taken to equity (501) – – – (501)
– Transferred to provision for impairment 129 – – – 129
– Transferred to profit or loss on sale (1,365) – – – (1,365)
– Deferred tax provision 159 – – – 159
Net income recognised directly in equity (1,578) - – – (1,578)
Profit for the year – (677) – – (677)
Total income and expense for the year (1,578) (677) – – (2,255)
Value of employee services – (5) – – (5)
Dividends paid – (148) – – (148)
Issue of shares – – 1,041 184 1,225
At 31 March 2013 (85) (649) 11,466 2,021 12,753 34 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
Notes
31 March 2013 
£’000
31 March 2012
£’000
Assets
Non-current assets
Intangible assets 14 1,300 1,295
Property, plant and equipment 15 162 107
‘Available-for-sale’ financial assets 16 1,924 5.237
Interests in associates and joint ventures 17 5 37
Operating investments 17 18 –
Investments in legal cases 18 6,872 2,409
Loans 19 2,648 1,032
Finance leases 19 1,233 1,169
Total non-current assets 14,162 11,286
Current assets
Loans 19 3,946 3,469
Finance leases 19 1,094 542
Trade and other receivables (restated) 20 11,623 8,216
Cash and cash equivalents 21 6,265 2,194
Total current assets 22,928 14,421
Total assets 37,090 25,707
Current liabilities
Borrowings (restated) 22 (11,114) (6,121)
Trade and other payables (restated) 22 (13,513) (5,608)
Total current liabilities (24,627) (11,729)
Non-current liabilities
Borrowings 23 (3,179) (2,587)
Derivative 23 – (244)
Total non-current liabilities (3,179) (2,831)
Total liabilities (27,806) (14,560)
Net assets 9,284 11,147
Equity
Share capital 25 2,021 1,837
Share premium 11,466 10,424
Retained earnings (2,910) (1,237)
Fair value reserve (85) 1,493
Derivative reserve – (197)
Equity attributable to owners of the parent 10,492 12,320
Non-controlling interests 26 (1,208) (1,173)
Total equity 9,284 11,147
The notes on pages 38 to 70 are an integral part of these financial statements.
The financial statements were approved by the Board and authorised for issue on 24 June 2013. 
They were signed on its behalf by:
 
H Goodbourn
Director
Consolidated balance sheet 
as at 31 March 2013 35
City of London Group plc
Financial statements
Notes
31 March 2013 
£’000
31 March 2012
£’000
Assets
Non-current assets
Property, plant and equipment 15 143 87
‘Available-for-sale’ financial assets 16 1,924 5,237
Investment in subsidiary companies 17 4,867 3,614
Interests in associates 17 – 49
Operating investments 17 18 –
Investments in legal cases 18 694 916
Loans 19 100 –
Total non-current assets 7,746 9,903
Current assets
Loans 19 1,180 621
Trade and other payables 20 6,102 6,019
Cash and cash equivalents 21 26 52
Total current assets 7,308 6,692
Total assets 15,054 16,595
Current liabilities
Borrowings 22 (345) (2,068)
Trade and other payables 22 (1,956) (591)
Total current liabilities (2,301) (2,659)
Net assets 12,753 13,936
Equity
Share capital 25 2,021 1,837
Share premium 11,466 10,425
Retained earnings (649) 181
Fair value reserve (85) 1,493
Total equity 12,753 13,936
The notes on pages 38 to 70 are an integral part of these financial statements.
The financial statements were approved by the Board and authorised for issue on 24 June 2013. 
They were signed on its behalf by
H Goodbourn
Director
Company balance sheet 
as at 31 March 2013 36 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
Consolidated statement of cash flows
for the year ended 31 March 2013
31 March 2013 
£’000
31 March 2012
£’000
Cash flows from operating activities
(Loss) before taxation (1,564) (2,130)
Adjustments for: 
Depreciation and amortisation 134 74
Share-based payments (5) (504)
Impairment of ‘available-for-sale’ financial assets 275 65
(Profit) on disposal of investments (1,391) (1,001)
Loss/ (profit) on legal cases 83 725
Share of profit of associates and joint ventures (24) –
Interest payable 1,090 55
Changes in working capital: 
(Increase) in trade and other receivables (restated) (3,081) (6,844)
Increase in trade and other payables (restated) 7,761 1,285
Purchase of non-current investments (4,853) (3,762)
Proceeds from investment in legal cases – 4,068
Proceeds from sale of ‘available-for-sale’ financial investments 2,826 2,332
Leases advanced (1,646) (2,025)
Leases repaid 1,030 314
Loans advanced (6,266) (4,849)
Loans repaid 4,379 1,208
Cash used in operations (restated) (1,252) (10,989)
Income taxes (6) –
Net cash used in operating activates (restated) (1,258) (10,989)
Cash flow from investing activities
Purchase of intangible assets (88) (415)
Purchase of property, plant and equipment (133) (63)
Acquisition of subsidiary companies – (3)
Net cash from/(used in) investing activities (restated) (221) (481)
Cash flow from financing activities
Interest paid (1,333) (39)
Investment by non-controlling interest 189 –
Dividends paid to Company’s shareholders (155) (268)
Proceeds from issue of loans 15,247 5,020
Repayment of loans (8,949) –
Proceeds from issue of ordinary shares 1,226 5,272
Proceeds from issue of preference shares 5 970
Sale of shares by Employee Benefit Trust 38 135
Net cash from financing activities 6,268 11,090
Net increase/(decrease) in cash and cash equivalents 4,789 (380)
Cash and cash equivalents brought forward 1,126 1,506
Net cash and cash equivalents 5,915 1,126
Cash and cash equivalents 6,265 2,194
Bank overdraft (350) (1,068)
Net cash and cash equivalents 5,915 1,126 37
City of London Group plc
Financial statements
Company statement of cash flows
for the year ended 31 March 2012
31 March 2013 
£’000
31 March 2012
£’000
Cash flows from operating activities
(Loss) / profit before taxation (518) (1,004) 
Adjustments for:
Depreciation charges  69 39
Share based payments (5) (94)
Provision for losses in subsidiaries 377 99
Impairment of ‘available for sale’ financial assets 275 65
(Profit) on disposal of investments (1,393) (1,001)
Loss / (profit) on legal cases 108 742
Interest payable 122 44
Changes in working capital:
(Increase) / decrease in trade and other receivables (331) 24
Increase / (decrease) in trade and other payables 1,361 (321)
Purchase of non – current investments (1,575) (5,704)
Proceeds from investments in legal cases – 3,936
Proceeds from sale of ‘available-for-sale’ investments 2,983 2,332
Loans advanced (640) (7,347)
Loans repaid 30 3,022
Net cash used in operating services (restated) 863 (5,168)
Cash flow from investing activities
Purchase of property, plant and equipment (125) (47)
Net cash from/(used in) investing activities (restated) (125) (47)
Cash flow from financing activities
Interest paid (118) (28)
Dividends paid (148) (276)
Loans drawn down – 1,000
Loans and notes repaid (1,000) (1,600)
Shares issued 1,225 5,351
Sale / (purchase) of own shares – 56
Net cash from financing activities (41) 4,503
Net increase/(decrease) in cash and cash equivalents 697 (712)
Cash and cash equivalents brought forward (1,016) (304)
Net cash and cash equivalents (319) (1,016)
Cash and cash equivalents  26 52
Bank overdraft (345) (1,068)
Net cash and cash equivalents (319) (1,016) 38 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
Notes to the financial statements
1 General information
City of London Group plc is a Company incorporated in the United Kingdom under the Companies Act 2006. The address of its 
registered office is 30 Cannon Street, London, EC4M 6XH. The Company is listed on the London Stock Exchange.
City of London Group plc is a closed-ended investment Company with a number of operating investments in the financial services 
sector and a portfolio of ‘available for sale’ investments. Details of the activities of the Group are given in the directors’ report.
These consolidated and separate financial statements have been approved for issue by the Board of directors on 24 June 2013.
2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below.  
These policies have been consistently applied to all the years presented, unless otherwise stated.
2.1 Basis of preparation
The consolidated and separate financial statements of City of London Group plc have been prepared in accordance with 
International Financial Reporting Standards (IFRS) as adopted by the European Union. The consolidated and separate 
financial statements have been prepared under the historical cost convention, as modified by the revaluation of ‘available-for-
sale’ financial assets (including operating investments, investment in legal funds and derivatives). These financial assets and 
instruments are carried at fair value except where it is not possible to determine a reliable fair value in which case they are 
carried at cost.
These consolidated and separate financial statements have been prepared in accordance with and in compliance with the 
Companies Act 2006. The Company has taken advantage of section 408 of the Companies Act 2006, and the Statement of 
Income and the Statement of Comprehensive Income of the parent company is not presented. The parent company’s loss after 
taxation for the financial year amounts to £677,000 (2012: £946,000).
The directors are satisfied that the Group has adequate resources to continue in operational existence for the foreseeable future, 
a period of not less than 12 months from the date of this report. The Group’s going concern position is further discussed in the 
directors’ report on page 16.
At the date of authorisation of these financial statements, the following standards and interpretations which have not been 
applied in these financial statements were in issue but not yet effective. The standards are effective for annual periods beginning 
on or after 1 January 2013 unless otherwise stated, with early adoption permitted in all cases.
• IAS 1 – (Amendments) Presentation of items of other comprehensive Income. The standard is effective for annual periods 
beginning on or after 1 July 2012.
• IAS 19 – Employee Benefits - Revised
• IAS 27 – Separate Financial Statements
• IAS 28 – Investments in Associates and Joint Ventures
• IAS 32 – (Amendments) – Offsetting Financial Assets and Financial Liabilities. The standard is effective for annual periods 
beginning on or after 1 January 2014.
• IFRS 1 – (Amendments) - Government loans
• IFRS 7 – (Amendments) Disclosures: Offsetting Financial Assets and Financial Liabilities
• IFRS 9 – Financial Instruments. The standard is effective for annual periods beginning on or after 1 January 2015.
• IFRS 10 – Consolidated Financial Statements
• IFRS 11 – Joint Arrangements
• IFRS 12 – Disclosure of Interests in Other Entities
• IFRS 13 – Fair Value Measurement
IFRS 10, 12 and IAS 27 (Amendments)- Investment Entities. The standard is effective for annual periods beginning on or after 
1 January 2014.
IFRS 10,11,12 – (Amendments) Consolidated Financial Statements, Joint Arrangements and Disclosure of interest in Other 
Entities: Transaction Guidance.
The Group considers that of these amendments and revised standards only IAS 1, IAS 27 (Amendments), IFRS’s 7, 10 and 
12 (including amendments) may have a material impact on the disclosures and presentation of information in the financial 
statements if the Company remains an investment entity. 39
City of London Group plc
Financial statements
2.2 Restatement
(a) Trade finance revenue and inventory
The directors have undertaken a detailed review of the Group’s position in trade finance transactions and in accordance 
with IAS 18 the Group is reflecting within revenue the economic value of transactions attributable to the Group. The directors 
have also disclosed, as a Non-GAAP measure on the consolidated income statement, the gross value of goods and services 
invoiced, this includes the value of goods invoiced as part of the trade finance transactions.
The revenue relating to the trade finance business for the year ended 31 March 2012 has therefore been restated to be on 
a net basis to exclude the value of goods and services invoiced. Similarly, cost of sales has been restated to exclude goods 
purchased on behalf of clients. This has resulted in a decrease in revenue by £27,196,000 (2012: £18,060,000) and of cost of 
sales by £27,196,000 (2012: £18,060,000). 
Inventory of £156,000 held at 31 March 2012 is treated as held on behalf of a client and therefore reclassified to other 
debtors. There was no impact on profit or loss during the year or net assets at the balance sheet date. 
(b) Cash flow presentation
Changes have been made to the presentation of certain line items in the consolidated and Company statement of cash flows 
in order to reflect more appropriately related transactions and as a result certain items which were previously classified as 
investing activity are reclassified to operating. These include purchase of non-current investments, proceeds from investment 
in legal cases, proceeds from sale of available-for-sale investments, leases advanced, leases repaid, loans advanced and 
loans repaid. As a result net cash used in operating activities increased by £2,510,000 with a corresponding decrease in net 
cash used in investing activities.
(c) Consolidated statement of comprehensive income
The ‘two statement’ approach has been adopted for presentation of consolidated statement of income and consolidated 
statement of comprehensive income as against single statement last year of consolidated statement of comprehensive 
income. Whilst this does not change the profit and loss, other comprehensive income or total comprehensive income 
reported the directors believe that presenting two statements provides a greater focus on each of those separate measures.
(d) Other changes in the balance sheet
Trade and other payables in previous year included £1,706,000 in respect of bank loans which have been reclassified to 
borrowings in the current year. This does not have any impact on the profit and loss or net assets of the Group.
Other debtors in the previous year included £379,000 of trade receivables which have now been reclassified. This related to TFP 
Trading Company Limited, a trade finance subsidiary, which commenced its operations during the year ended 31 March 2012. 
None of the restatements affected the balance sheet as at 1 April 2011, so a third balance sheet at that date has not been presented.
2.3 Disaggregation
Loans and leases receivable of £2,201,000 were shown as a single line item on the face of the balance sheet in the previous 
year. The amounts for loans and the amounts for lease receivables have now been disaggregated on the face of the balance 
sheet. In respect of the Company loans receivable of £621,000 was shown as part of trade and other receivables in the  
previous year which is now disaggregated on the face of balance sheet. Corresponding disaggregation is also reflected in 
the consolidated and the Company statement of cash flows. This change in presentation did not have any impact on the  
profit and loss or net assets of either the Group or the Company. 
The disaggregation has not affected the balance sheet as at 1 April 2011, so a third balance sheet at that date has not 
been presented.
2.4 Consolidation
Subsidiaries are all entities over which the Group has the power to govern the financial and operating policies generally 
accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that 
are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries 
are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that 
control ceases.
Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. 
Unrealised losses are also eliminated but considered an impairment indicator of the asset transferred. Accounting policies  
of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the Group’s equity therein. 
Non-controlling interests consist of the amount of those interests at the date of the original business combination and the 
minority’s share of changes in equity since the date of the combination. In accordance with IAS 27, the Group recognises any 
non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s 
net assets on a transaction by transaction basis. 40 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
2 Summary of significant accounting policies continued
2.5 Associates and joint ventures
An associate is an entity over which the Group is in a position to exercise significant influence. Significant influence is the power 
to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.
A joint venture is a jointly controlled entity, whereby the ventures have a contractual arrangement that establishes joint control 
over the economic activities of the entity.
The results of associates and joint ventures are incorporated in these financial statements using the equity method of 
accounting. Investments in associates and joint ventures are carried in the balance sheet at cost as adjusted by post-acquisition 
changes in the Group’s share of the net assets of the associate and joint ventures, less any impairment in the value of individual 
investments.
Any excess of the cost of acquisition over the Group’s share of the book values of the identified net assets of the associate or 
joint venture at the date of acquisition is recognised as goodwill.
Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the 
associates or joint ventures. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of 
the asset transferred.
2.6 Business combinations
The Group uses the acquisition method of accounting to account for business combinations. The cost of the acquisition is 
measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity 
instruments issued by the Group in exchange for control of the acquiree. Acquisition related expenses are expensed as incurred. 
The acquiree’s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 are 
recognised at their fair value at the acquisition date.
Goodwill arising on acquisition is recognised as an asset and initially measured at cost, being the excess of the cost of the 
business combination over the Group’s interests in the net fair value of the identifiable assets, liabilities and contingent liabilities 
recognised.
On an acquisition by acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or 
at the non-controlling interests proportional share of the acquiree’s net assets. The Group treats transactions with the non- 
controlling interest as transactions with equity owners of the Group. For purchases from non-controlling interests the difference 
between the consideration paid and the relevant share of net assets acquired is recorded in equity.
2.7 Intangible assets
Goodwill arising on consolidation represents the excess of the cost at acquisition over the Group’s interest in the fair value of 
the identifiable assets and liabilities of a subsidiary or associate at the date of acquisition. Goodwill is initially recognised as an 
asset at cost and is subsequently measured at cost less any accumulated impairment losses. Goodwill which is recognised as 
an asset is reviewed for impairment at least annually or more frequently when there is an indication it may be impaired. For the 
purposes of assessing impairment, goodwill is allocated to the cash-generating units expected to benefit from the synergies of 
the combination. Any impairment is recognised immediately in profit and loss and is not subsequently reversed.
Other intangible assets are stated at historical cost less accumulated amortisation and impairment losses. Amortisation is 
provided to write off the cost less the estimated residual value of intangible assets by equal annual installments over their 
estimated useful economic lives as follows:
Systems development  3 years straight-line
The amortisation is charged to administrative expenses in the profit and loss account. The other intangible assets’ residual 
values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.
2.8 Property, plant and equipment
Property, plant and equipment are stated at historical cost less accumulated depreciation and impairment losses. Depreciation 
is provided to write off the cost less the estimated residual value of property, plant and equipment by equal annual instalments 
over their estimated useful economic lives as follows:
Fixtures, fittings & equipment  3 years straight-line
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.
Notes to the financial statements continued 41
City of London Group plc
Financial statements
2.9 Impairment of non-financial assets
The carrying value of the non-current assets is reviewed on an on-going basis to determine whether there is any indication of 
impairment. If any such indication exists, the asset’s recoverable amount is estimated. An impairment loss is recognised for the 
amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount of property, plant and 
equipment is the greater of its fair value less costs to sell and value in use. The recoverable amount of goodwill is its value in use.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that 
reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate 
largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.
2.10 Financial assets
The Group and the Company classify financial assets in the following categories: loans receivable, trade and other receivables, 
leases receivable, ‘available-for-sale’ financial assets, operating investments and investment in legal cases. The classification 
depends on the purpose for which the financial assets were acquired. Loans and finance leases are now shown separately on 
the face of the balance sheet and cash flow whereas in prior years they were shown together.
(a) Loans, trade and other receivables
These are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are 
included in current assets, except for maturities greater than twelve months after the balance sheet date which are classified as 
non-current assets. 
Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the 
effective interest method, less provision for impairment. A provision for impairment of trade and other receivables is established 
when there is objective evidence that the Group or Company will not be able to collect all amounts due according to the 
original terms of receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial 
reorganisation, and default or delinquency on payments are considered indicators that the trade receivable is impaired. The amount of 
the provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted 
at the effective interest rate. The amount of the provision is recognised in the income statement within ‘administrative expenses’.
(b) Finance Leases
Where the Group leases out equipment and there is a transfer of substantially all of the risks and rewards of ownership to the 
lessee, the lease is accounted for as a finance lease and the net investment is included in interest-bearing leases receivable. 
In accordance with IAS 17, costs which are incremental to the initiation of new business (Initial Direct Costs or “IDC”) are 
capitalised and amortised over the expected life of the leases to which they relate. The IDC is included in lease receivables. The 
capitalisation of IDC relates to expenses which are incremental and directly attributable to negotiating and arranging a lease or 
loan. The IDC amortisation is netted off against interest income and similar income in the income statement.
(c) ‘Available-for-sale’ financial assets
Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the 
other categories specified by IAS 39 Financial Instruments: Recognition and Measurement.
Purchases and sales of investments are recognised on the trade date – the date on which the Group or Company commits 
to purchase or sell the asset. Investments are initially recognised at fair value, including directly attributable transaction costs. 
‘Available-for-sale’ financial assets are subsequently carried at fair value and gains and losses arising from changes in fair 
value are recognised directly in equity. They are derecognised when the rights to receive cash flows from the investments have 
expired or have been transferred and the Group or Company has transferred substantially all risks and rewards of ownership.
When securities classified as available-for-sale are sold or impaired, the accumulated fair value adjustments recognised in equity 
are included in the income statement as ‘profit on sale of investments’ and ‘provision for impairment of investments’ respectively. 
Interest accrued on available-for-sale securities carrying a fixed interest rate is recognised in the income statement. Dividends 
on available-for-sale equity instruments are recognised in the income statement when the Group and Company’s right to receive 
payments is established.
The fair values of quoted investments are based on bid prices prevailing at the balance sheet date. If the market for a financial 
asset is not active (and for unlisted securities), the Group and Company establish fair value by using valuation techniques. These 
include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted 
cash flow analysis and option pricing models, making maximum use of market inputs and relying as little as possible on entity- 
specific inputs. 42 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
2 Summary of significant accounting policies continued 
The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or a Group of 
financial assets is impaired. In the case of equity securities classified as available for sale, a significant or prolonged decline in 
the fair value of the security below its cost is considered an indicator that the security is impaired. If any such evidence exists 
for available-for-sale financial assets, the cumulative loss – measured as the difference between the acquisition cost and the 
current fair value, less any impairment loss on that financial asset previously recognised in profit or loss – is removed from equity 
and recognised in the income statement. Impairment losses recognised in the income statement on equity instruments are not 
subsequently reversed in the income statement unless the underlying instrument is derecognised.
(d) Operating investments
Operating investments are substantial investments (typically below 20% of the equity of the investee company) that the 
Group intends to hold for the foreseeable future. Operating investments are initially recorded and subsequently measured in 
accordance with the principles laid out above for available-for-sale financial assets but are separately disclosed on the face of 
the balance sheet, as the associated financial risks differ from the portfolio of ‘available-for-sale’ financial assets.
(e) Investment in subsidiaries
Investments in subsidiaries are accounted for at cost less impairment. Cost also includes directly attributable costs of investment.
(f) Investments in legal cases
Seed funding is made into funds which are used to fund legal cases. Initial recognition of an investment is made when payment 
to the fund is made. The investments are subsequently carried at fair value and gains and losses arising from changes in fair 
value of each fund are recognised directly in equity. De-recognition occurs when funds are returned and any profits or losses are 
taken to the profit and loss account at this time. Where fair value cannot be measured reliably due to the absence of historical 
track record, cost is used as the basis. Impairment assessment of the cases is performed on a regular and case by case basis 
based on the facts of the case with any permanent diminution recognised in income statement.
2.11 Cash and cash equivalents
Cash and cash equivalents comprise cash in hand, call deposits with maturity of three months or less from the date of inception. 
Bank overdrafts are included in borrowings under current liabilities.
2.12 Financial liabilities and equity
Financial liabilities and equity instruments are classified according to the substance of the contractual obligations entered into.
An equity instrument is any contract which evidences a residual interest in the assets of the Group after deducting all of its liabilities.
2.13 Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown 
in equity as a deduction from the proceeds.
When the Group purchases the Company’s equity share capital (treasury shares), the consideration paid, including any directly 
attributable issue costs is deducted from equity attributable to the Company’s equity holders until the shares are cancelled or 
reissued. When such shares are subsequently reissued, any consideration received, net of any directly attributable incremental 
transaction costs is included in equity attributable to the Company’s equity holders.
2.14 Dividends
Dividends declared on the Company’s equity share capital are recognised as a liability when an irrevocable obligation to pay the 
dividends is established. In the case of interim dividends this arises when the dividend is paid. In the case of final dividends this 
is the date at which the dividends are approved at a shareholders’ general meeting.
2.15 Preference shares
Preference shares held by non-controlling interests in subsidiary companies are included as borrowings in non-current liabilities. 
The dividends on these preference shares are recognised in the income statement as interest expense.
2.16 Trade payables
Liabilities are recognised as trade payables when an invoice is received. Expenses incurred for which an invoice has not as 
yet been received are included in accruals and deferred income. Trade payables are initially measured at fair value, and are 
subsequently measured at amortised cost using the effective interest rate method.
2.17 Borrowings
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently carried at 
amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the 
income statement over the period of the borrowings using the effective interest method. 
Notes to the financial statements continued 43
City of London Group plc
Financial statements
2.18 Leases
Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. 
Operating lease payments are recognised as an expense in the income statement on a straight-line basis over the lease term.
2.19 Derivative financial instruments (put option over minority)
These are initially recognised at fair value on the date the contract is entered into and subsequently re-measured at fair value 
with movements recorded in the derivative reserve in equity (see note 23).
2.20 Segmental reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision- 
maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the 
operating segments, has been identified as the full Board of the Company.
2.21 Revenue
Revenue comprises dividend and interest income and investment management fees, arrangement fees, trade finance  
fees. Dividend income is recognised when the right to receive payment is established. Interest income is recognised on  
an accruals basis using the effective interest rate method. Management fees and arrangement fees are recognised in the 
period in which the underlying services are provided. The trade finance fees are spread over the period of the contract on  
an effective interest rate basis. 
Revenue includes only the gross inflows of economic benefits received and receivable by the Group on its own account. 
Amounts collected on behalf of third parties are not economic benefits to the Group and do not result in increase in equity.  
In an agency relationship, the gross inflows of economic benefits include amounts collected on behalf of the principal and do 
not result in increases in equity for the Group. The amounts collected on behalf of the principal are not recognised as revenue. 
Instead, revenue is the amount of fees and commission.
The Group is acting as a principal when it has exposure to the significant risks and rewards associated with the sale of goods or 
the rendering of services. The Group is acting as an agent when it does not have exposure to the significant risks and rewards 
associated with the sale of goods or the rendering of services. 
2.22 Foreign currencies
The functional currency of the Company and its subsidiaries and associates is determined by the primary economic environment 
in which the entity operates. The functional and presentational currency of the Company and its subsidiaries is pound sterling 
(£). Transactions denominated in foreign currencies have been translated into sterling at the actual rates of exchange ruling 
at the date of the transaction or valuation when items are re-measured. Foreign exchange gains and losses resulting from 
the settlement of such transactions and from the translation of year-end exchange rates of monetary assets and liabilities 
denominated in foreign currencies are recognised in the income statement.
Translation differences on non-monetary financial assets, such as equities classified as ‘available-for-sale’, are included in other 
comprehensive income.
2.23 Employee benefits
Share based payment
The Group operates a number of equity-settled share-based payment compensation plans under which the entity receives 
services from employees as consideration for equity instruments of the Group.
The fair value of the employee services received by the Group is recognised as an expense. The total value of the expense 
is determined by reference to the fair value of the equity award granted including any market performance conditions, but 
excluding non-market conditions such as continued employee service periods. Non-market conditions are included in the 
assumptions about the number of equity awards that are expected to vest. The total expense is recognised over the vesting 
period, which is the period over which all the specified vesting conditions are to be satisfied. Where the employee services are 
received in advance of the formal grant date of the equity award, as is the case with the deferred element of the Group’s long 
term incentive plan, the fair value of the award is estimated at each reporting date preceding the grant date and the cumulative 
recognised charge is adjusted as appropriate when the fair value is ultimately calculated on grant. At each reporting date the 
Group updates its estimate of the number of options that are expected to vest based on the non-market vesting conditions.  
It recognises the impact of the revision to original estimates, if any, in the income statement with a corresponding adjustment  
to equity.
Where relevant the social security contributions payable in connection with the grant of equity awards is considered an integral 
part of the grant itself and are charged to the income statement at the time of vesting of the awards. 44 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
2 Summary of significant accounting policies continued
Annual and deferred incentive scheme
The Group recognises a liability and an expense for bonuses and profit sharing based on the increase in the higher of total 
shareholder return or increase in net assets per share against a benchmark of 8% per annum. The scheme applies to certain 
directors and employees of the Company. Under the scheme the first one-third of the award is payable in cash immediately and 
two thirds are deferred and payable in shares at the first and second anniversary. The liability is recognised where there is either a 
contractual obligation or past practice has established a constructive obligation. Deferred incentive scheme bonuses are treated  
as equity-settled share-based payments, as they are payable only in shares, in accordance with the policy outlined above.
2.24 Employee Benefit Trust (EBT)
The assets and liabilities of the EBT are held separately from the Company and are fully consolidated in the consolidated 
balance sheet. The cost of purchasing own shares held by EBT are shown as a deduction against equity in the Company 
balance sheet. The proceeds from the sale of own shares held increase equity. Neither the purchase nor sale of own shares 
leads to a gain or loss being recognised in the consolidated income statement.
2.25 Income tax
Income tax on the result for the period comprises current and deferred tax. Income tax is recognised in the income statement 
except to the extent that it relates to items recognised directly in equity.
Current tax is the expected tax payable on the taxable income for the period, using tax rates enacted or substantially enacted  
at the balance sheet date, and any adjustment to tax payable in respect of previous periods.
Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying 
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount 
of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and 
liabilities, using tax rates enacted or substantially enacted at the balance sheet date.
Deferred income tax assets are recognised to the extent that it is possible that future taxable profit will be available against 
which the temporary differences can be utilised.
3 Judgements and estimates
The preparation of financial information in conformity with IFRS requires management to make judgements, estimates and 
assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The 
estimates and associated assumptions are based on historical experience and various other factors that are believed to be 
reasonable under the circumstances, the results of which form the basis for making the judgements about carrying values of 
assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are 
recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and 
future periods if the revision affects both current and future periods.
Impairment of ‘available-for-sale’ financial assets
The Group and the Company follow the guidance from IAS 39 when determining whether an investment is other than 
temporarily impaired. This determination requires significant judgement. In making this judgement, the Group and Company 
evaluate, among other factors, the duration or extent to which the fair value of an investment is less than its cost; and the 
financial health and near–far business outlook for the investee, including factors such as industry and sector performance, 
changes in technology and operational and financing cash flows.
If the impairments that were considered temporary had been considered permanent, retained earnings would be reduced and 
the revaluation reserve increased by £549,000 (2012: £460,056). There would be no overall effect on the net assets of the Group 
or Company.
Assessing fair value of unlisted ‘available-for-sale’ financial assets
Fair values of unlisted ‘available-for-sale’ financial assets are determined using valuation techniques. The Group and the 
Company use their judgement to select a variety of methods and make assumptions that are mainly based on market conditions 
existing at each balance sheet date. The Group’s most significant unlisted investments are those in ‘available-for-sale’ financial 
assets and ‘investments in legal funds’, both of which are separately disclosed on the balance sheet.
Assessing impairment of investments in subsidiaries and associates and operating investments
Investments in subsidiaries and associates and operating investments are valued at cost less impairment. Based on their 
knowledge of the underlying investee companies, management has concluded that no write down of value is appropriate in 
respect of these investments as the underlying performance is in line with expectations inherent in the Group’s initial investment 
other than that shown in note 17.
Notes to the financial statements continued 45
City of London Group plc
Financial statements
Assessing fair value if legal investments
The fair value of investment in legal funds is inherently based on the potential value of the underlying legal claims for which the 
funds have provided financing. While advice is taken on an on-going basis from legal counsel and extensive due diligence is 
carried out by the funds prior to providing finance for specific cases, there is an unavoidable risk that the ultimate outcome of  
the underlying cases will differ from expectations which could adversely affect the fair value of the overall investment. Cases  
are assessed on a case by case basis and impaired if considered necessary.
Impairment of loans and leases
For loans and leases the provision for impairment is determined on an individual basis by reference to past default experience 
and other recoverability information relating to the specific lease or loan. Recoverable amounts are assessed with reference 
to the expected future cash flows on the lease arrangements. If there is no evidence of impairment on an individual basis, 
a collective impairment review is undertaken whereby the assets are grouped together, on the basis of similar credit risk 
characteristics, in order to calculate a collective impairment loss. This process accounts for impairments existing at the balance 
sheet date that are not evident until a future date.
Goodwill impairment 
Goodwill is calculated as the difference between the cost of acquisition and the calculation of the fair values of identifiable 
assets and liabilities existing in the acquiree. As goodwill is not amortised but is instead subject to annual impairment review, 
any overstatement of goodwill may lead to increased volatility in the Group’s operating results arising from impairment charges. 
Further details are set out in note 14. 
The Group assesses, at each reporting date, whether there is an indication that goodwill may be impaired. If any indication 
exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. 
An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair value less costs to sell and 
its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows 
that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU 
exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.
The Group’s goodwill at the balance sheet date is allocated to the following CGUs:
£’000 
Therium 612
Trade Finance 300
Other 46
Total 958
The CGUs in the Group are independent investment platforms with its own management and operations. Each significant CGU 
is an independent business with its unique nature and risk. In determining fair value, recent market transactions are taken into 
account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated 
by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators.
The Group bases its impairment calculation on detailed budgets and forecast calculations, which are prepared separately for 
each of the Group’s CGUs to which the individual assets are allocated. 
The budget and forecast for Therium covers a period of 3 years and assumes performance fees of 20% of the net profit of 1.5 
times funds under management. The profit multiple of 1.5 times is based on a conservative view of case wins and losses. The 
budget and forecast also assumes new funds under management of £38m.
The budgets and forecasts for Trade Finance covers a period of 3 years assuming a growth rate of 3% per month in the 
Macquarie facility drawdown and a yield of 32% per annum on the trades financed.
The directors consider fair valuation of the underlying investment platforms to be an important measure of the growth of their 
operating businesses. Where necessary the Group hires consultants who are experts in performing business valuations for the 
purpose of monitoring and tracking the fair values of the CGUs.
Impairment losses of continuing operations are recognised in the income statement in expense categories consistent with the 
function of the impaired asset.  46 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
3 Judgements and estimates continued
Goodwill impairment continued
As stated above, the judgement as to the impairment of goodwill is based on the forecast profitability of the underlying 
investments in the foreseeable future. As actual results may deviate from these expectations, and as noted above, there is a 
risk of increased volatility arising in the Group’s operating results from goodwill impairment if results are lower than anticipated. 
The goodwill associated with Fundamental Tracker Investment Management Limited was impaired in the previous year. The 
performance of Therium Capital Management Limited, Trade Finance Partners Limited, Credit Asset Management Ltd and 
Professions Funding Ltd has been in line with expectations and so no impairment was considered necessary.
Limited Liability Partnerships
Therium Capital Management Limited has raised three separate funds through Limited Liability Partnerships (LLP’s). The funds 
are invested in legal cases and managed by Therium Capital Management Ltd. The funds are not controlled or advised by City 
of London Group plc and the capital concerned has the litigation risk of the cases where the funds are invested. Accordingly 
these funds are therefore not consolidated as ‘Investments in legal cases’, except to the extent the Company has invested its 
money in the partnerships, nor are the funds from third parties under management accounted for as liabilities.
Taxation
The corporation tax charge for the year is based on estimates and may be subject to adjustment when the corporation tax 
returns are completed.
4 Revenue and cost of sales
Revenue
31 March 2013 
£’000
31 March 2012 
(restated) 
£’000
Gross value of goods and services invoiced 32,330 15,540
Revenue
Dividends receivable 40 104
Interest receivable 256 148
Income from investments 296 252
Investment management fee income 296 267
Lease and loan interest 991 226
Arrangement fees Trade finance fees 479 396
Trade finance fees 3,071 1,379
Total 5,133 2,520
Cost of sales
31 March 2013 
£’000
31 March 2012 
(restated) 
£’000
Commissions and introduction fees 681 238
Other costs 686 515
Total 1,367 753
Notes to the financial statements continued 47
City of London Group plc
Financial statements
5 Segmental reporting
The Executive Committee, which is considered the Group’s chief operating decision maker, manages the Group by each 
operating platform namely: SME trade finance, litigation funding, SME leasing and lending to professional firms. A description 
of the activities of each of these platforms is given in the Business Review. The COLG segment includes the Group’s central 
functions and an energy and mining investment portfolio.
Reportable segment is identified based on the nature and size of its business and risk specific to its operations.
Pre-tax profit and loss
For the year ended 31 March 2013
Revenue 
£’000
Operating profit / 
(loss) 
£’000
Financial 
expenses 
£’000
Pre-tax profit / 
(loss) 
£’000
COLG Investment portfolio sales – 1,118 – 1,118
Legal cases – (108) – (108)
Intra-Group 816 999 (18) 981
Other 91 (2,032) (101) (2,133)
907 (23) (119) (142)
Platforms Litigation financing 258 (599) (86) (685)
Trade financing 3,533 1,039 (861) 178
Lease and professions financing 1,017 47 (652) (605)
Legal case funding 214 211 (187) 24
Other 20 (315) (19) (334)
Inter company (816) (834) 834 –
 5,133 (474) (1,090) (1,564)
Pre-tax profit and loss
For the year ended 31 March 2012
Revenue 
£’000
Operating profit / 
(loss) 
£’000
Financial 
expenses 
£’000
Pre-tax profit / 
(loss) 
£’000
COLG Investment portfolio sales – 1,001 – 1,001
Legal cases – (725) – (725)
Intra-Group 293 (207) (132) (339)
Other 235 (1,030) 89 (941)
528 (961) (43) (1,004)
Platforms Litigation financing 267 (635) (47) (682)
Trade financing 1,730 209 (129) 80
Lease and professions financing 232 (484) (72) (556)
Other 56 (308) 1 (307)
Inter company (293) 207 132 339
2,520 (1,972) (158) (2,130) 48 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
5 Segmental reporting continued
Net Assets 
For the year ended 31 March 2013
£’000
Total 
£’000
COLG ‘Available-for-sale’ financial assets 1,924
Investment in legal cases 694
Platforms Litigation financing 2,162
Trade financing 3,648
Lease and professions financing 2,400
Legal case funding 1,568
Other 249
10,027
Other net liabilities 108
Net assets per entity balance sheet 12,753
Other net liabilities of subsidiary companies (3,469)
Consolidated net assets 9,284
For the year ended 31 March 2012
£’000
Total 
£’000
COLG ‘Available-for-sale’ financial assets 5,237
Investment in legal cases 916
Platforms Litigation financing 1,100
Trade financing 2,650
Lease and professions financing 2,330
Other 2,397
 8,477
Other net assets (694)
Net assets per entity balance sheet 13,936
Other net liabilities of subsidiary companies (2,789)
Consolidated net assets 11,147
The description of the businesses of the three major platforms is given in their business reviews on pages 10 to 12 of this 
document. The legal case funding platform advances loans to fund divorce cases.
Notes to the financial statements continued 49
City of London Group plc
Financial statements
6 Administrative expenses
31 March 2013 
£’000
31 March 2012 
£’000
Staff costs
Payroll incentive award (see note 9) 14 (95)
Other payroll (see note 9) 3,143 2,174
Other staff costs 83 212
Establishment costs
Property costs 246 192
Other 743 449
Auditor’s remuneration (see below) 118 113
Legal fees 455 446
Consultancy fees 335 291
Other professional fees 373 249
Depreciation 78 43
Amortisation 56 78
Foreign exchange loss / (gain) (114) 7
Total 5,530 4,159
Directors’ emoluments are shown in the report of the Remuneration Committee on pages 24 and 25.
Auditor’s remuneration
31 March 2013 
£’000
31 March 2012 
£’000
Fees payable to the Company’s auditor for the audit of the parent company’s annual 
financial statements 35 57
Fees payable to the Company’s auditors for other services: 58 42
The audit of subsidiaries pursuant to legislation 8 6
Audit related assurance services 10 8
111 113
Fees relating to share placing – 72
111 185
Paid to other auditors 7 –
118 185 50 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
7 Gains/ (losses) on financial assets
31 March 2013 
£’000
31 March 2012 
£’000
Profit on sale of investments 26 132
Fair value reserve transfer from equity on sale of investments 1,365 869
Provision for impairment of investments during the year (146) (29)
Fair value reserve transfer from equity on impairment of investments (129) (36)
Loss on legal cases (108) (1,658)
Profit on legal cases 25 933 
1,033 211
The impairment losses of £275,000 includes the write down of investments in Merchant House (£75,000), Jubilee Platinum 
(£169,000) and Agenix (£31,000) (2012: Arc Fund Management Holdings plc (£24,000) and BCD Resources Limited (£41,000)).
8 Other income
31 March 2013 
£’000
31 March 2012 
£’000
Director services 2 31
Consultancy 22 105
Sundry income 209 72
233 208
9 Employee numbers and costs
The average number of persons employed by the Group (including directors) during the year, analysed by category, was as follows:
Group 31 March 2013 31 March 2012 
COLG 13 11
Litigation financing 4 4
Trade financing 11 6
Lease and professions financing 10 8
38 29
The aggregate payroll costs of these employees were as follows:
31 March 2013 
£’000
31 March 2012 
£’000
Wages and salaries 2,618 1,905
Bonus 3 43
Social security costs 342 250
Pensions 46 21
Incentive scheme Current – –
 Deferred 14 (95)
Share option scheme 50 40
3,073 2,164
Initial direct costs relating to leases 84 (84)
3,157 2,080
 
Notes to the financial statements continued 51
City of London Group plc
Financial statements
10 Finance expense
31 March 2013 
£’000
31 March 2012 
£’000
Bank interest 565 72
Loan interest 446 17
Subsidiaries’ preference dividend 79 50
Derivative interest – 18
1,090 157
Bank and loan interests are measured at amortised cost using the ‘Effective interest rate’ method.
11 Income tax expense
31 March 2013 
£’000
31 March 2012 
£’000
UK corporation tax
Current year charge 54 4
Under provision from prior years 2 –
Total current tax 56 4
Deferred tax
Origination / reversal of timing differences 159 (58)
Total tax credit 215 (54)
Factors affecting the tax charge for the year
The tax charge for the year differs from the theoretical amount that would arise using the standard rate of corporation tax in the 
UK, which is 24% (2012: 26%). The differences are explained below.
Tax reconciliation
31 March 2013 
£’000
31 March 2012 
£’000
Loss before tax (1,564) (2,130)
At standard rate of corporation tax in the UK: (375) (554)
Effects of
Depreciation in excess of capital allowances 7 5
Expenses not deductible for tax purposes 86 11
Under provision from prior years 2 – 
Non-taxed dividend income (6) (23)
Movement on unrecorded deferred tax asset 501 507
215 (54)
Deferred tax recognised in income
The elements of deferred taxation provided are as follows:
31 March 2013 
£’000
31 March 2012 
£’000
Excess management charges 159 (159) 52 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
11 Income tax expense continued
Deferred tax recognised in equity
The elements of deferred taxation provided are as follows:
31 March 2013 
£’000
31 March 2012 
£’000
Difference between cost and valuation of ‘available-for-sale’ investments (159) 159
12 Dividends
Paid and recognised during the year
31 March 2013 
£’000
31 March 2012 
£’000
Final 2012 dividend of 0.5p (2011: 1.0p) per ordinary share 83 183
Interim 2013 dividend of 0.33p (2012: 0.5p) per ordinary share 65 92
Total 148 275
Received from/(paid to) Employee Benefit Trust 7 (7)
Total 155 268
Proposed for approval at the Annual General Meeting  
and not recognised as a liability
Proposed final dividend of Nil (2012: 0.5p) per ordinary share – 92
13 Earnings per share
Basic and diluted
Basic and diluted earnings per share is calculated by dividing the profit attributable to equity holders of the Group by the 
weighted average number of ordinary share in issue during the year less those held in treasury and in the Employee Benefit  
Trust (see note 25).
31 March 2013 
£’000
31 March 2012 
£’000
Loss attributable to equity holders (£000) (1,551) (1,433)
Weighted average number of ordinary shares in issue (‘000) 18,839 17,401
Basic and diluted earnings per share (8.23p) (8.24p)
Notes to the financial statements continued 53
City of London Group plc
Financial statements
14 Intangible assets
Group
Goodwill 
£’000
Systems 
development 
costs 
£’000
Total 
£’000
Cost
At 1 April 2011 1,000 30 1,030
Additions 98 306 404
At 31 March 2012 1,098 336 1,434
Additions (see below) – 88 88
Disposals (27) (1) (28)
At 31 March 2013 1,071 423 1,494
Accumulated amortisation and impairment
At 1 April 2011 107 2 109
Charge for amortisation in the year 6 24 30
At 31 March 2012 113 26 139
Disposals – (1) (1)
Charge in year – 56 56
At 31 March 2013 113 81 194
Carrying amount
At 31 March 2013 958 342 1,300
At 31 March 2012 985 310 1,295
On 7 June 2012 Macquarie Bank were issued 13,421 Ordinary 1p shares in Trade Finance Partners Limited at a premium of 
£19.60. This gave Macquarie Bank a 5% stake in the company and reduced City of London Group’s share of the company’s 
goodwill by £27,000. 
15 Property, plant and equipment
 
Group Company
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Cost
At 1 April 187 124 156 109
Additions 133 63 125 47
Disposals (3) – – –
At 31 March 317 187 281 156
Depreciation
At 1 April 80 37 69 30
Charge for the year 78 43 69 39
Disposals (3) – – –
At 31 March 155 80 138 69
Net book value
At 31 March 162 107 143 87 54 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
16 ‘Available for sale’ financial assets
Group and Company
31 March 2013 
£’000
31 March 2012 
£’000
At 1 April 5,237 6,963
Transferred from operating investments – 1,125
Additions 132 580
Disposals (2,826) (2,331)
Revaluation surplus recognised in equity (344) (1,035)
Written off to income statement (275) (65)
At 31 March 1,924 5,237
Historic cost (net of provisions) of disposals 1,799 1,330
Securities
31 March 2013 
£’000
31 March 2012 
£’000
Listed 107 1,258
Equity securities – Australia 21 63
Equity securities – USA and Canada 914 1,685
Equity securities – UK – 51
Cumulative non-redeemable preference shares – UK – 46
Non-cumulative non-redeemable preference shares – UK Equity fund – UK 455 410
Convertible loan notes – Australia – 172
Total listed 1,497 3,685
Unlisted securities
Equity securities traded on inactive markets 427 427
FX Capital Limited – 1,125
Total unlisted 427 1,552
1,924 5,237
 
17 Investments
Group
Investment in 
associates and 
joint ventures 
£’000
Operating 
Investments 
£’000
As at 31 March 2011 – 387
Additions in year 37 –
Revaluation – 738
Transfer to ‘available-for-sale’ financial assets – (1,125)
As at 31 March 2012 37 –
Additions in year 1 18
Share of profits of associates and joint ventures 24 –
Disposals in year (57) –
As at 31 March 2013 5 18
 
Notes to the financial statements continued 55
City of London Group plc
Financial statements
Company
Investments in 
subsidiaries 
£’000
Interests in 
associates 
£’000
Operating 
Investments 
£’000
As at 31 March 2011 1,228 – 387
Additions in year 2,902 49 –
Revaluation – – 738
Transfer to ‘available-for-sale’ financial assets – – (1,125) 
As at 31 March 2012 4,130 49 –
Additions in year 1,382 – 18
Converted into loan notes – (49) –
As at 31 March 2013 5,512 – 18
Provision for impairment
As at 31 March 2011 417 – –
Provided in year 99 – –
As at 31 March 2012 516 – –
Provided in year 129 – –
As at 31 March 2013 645 – –
Carrying amount
As at 31 March 2013 4,867 – 18
As at 31 March 2012 3,614 49 –
The City of London Group has a 50% stake in the following companies and limited partnerships: 
Novitas Asset Management Limited and its 100% subsidiary Novitas Futures Limited 
COLG SME LP 
COLG SME Loans LP
A summary of the combined assets, liabilities, revenue, costs and profits of associates and joint ventures is set out below;
Total
£’000
COLG’s Share 
£’000
Non-current assets 951 476
Current assets 4,885 2,442
Current liabilities (4,076) (2,038)
Non-current liabilities (1,750) (875)
Net assets 10 5
Revenue 581 290
Costs (533) (266)
Profit before taxation 48 24 56 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
17 Investments continued 
Details of investments are as follows:
Name of company subsidiary undertaking Holding
Proportion held 
directly by City of 
London Group plc
Proportion  
held indirectly
Nature of 
business
City of London Public Relations Limited Ordinary Shares 100% Dormant
City of London Financial Services Limited Ordinary Shares 100% General financial
Fundamental Tracker Investment  
Management Limited Ordinary Shares 93.47%
Investment 
management
Therium Capital Management Limited Ordinary Shares 50% Legal case funding
Therium (UK) Holdings Limited Ordinary Shares 100% Legal case funding
Therium Holdings Limited Ordinary Shares 100% Holding company
Therium ATE Limited Ordinary Shares 100% Dormant
Therium Litigation Funding Limited Ordinary Shares 100% Legal case funding
City of London Confirming House Limited Ordinary Shares 87% Holding company
TFP Trading Limited Ordinary Shares 51% 25.68% Trade Finance
Trade Finance Partners Limited Ordinary Shares 60.25% Trade Finance
City of London Law Funding Limited Ordinary Shares 100% Legal case funding
Professions Funding Limited  
(previously SHF Legal Funding Limited) Ordinary Shares 100% Profession’s funding
SHFLF 1 PLC Ordinary Shares 100% Profession’s funding
SHFLF 2 Limited Ordinary Shares 100% Profession’s funding
Credit Asset Management Limited Ordinary Shares 51% Leasing
Array Management Limited Ordinary Shares 51% Consultancy
COLG Services Limited Ordinary Shares 100% Dormant
Affinia Capital (GP) Limited Ordinary Shares 100% Services
City of London SME Leasing Limited Ordinary Shares 100% Holding Company
COLG SME (GP) Limited Ordinary Shares 100% Holding Company
Associate investments
Novitas Asset Management Limited Ordinary Shares 50% Legal case funding
Novitas Futures Limited Ordinary Shares 50% Legal case funding
COLG SME Loans LP 50% Professions funding
COLG SME LP 50% Leasing
The shares in Therium (UK) Holdings Limited are held by Therium Capital Management Limited. 
The shares in Therium Holdings Limited and Therium ATE Limited are held by Therium UK (Holdings) Limited.  
The shares in Therium Litigation Funding Limited are held by Therium Holdings Limited. 
The shares in Trade Finance Partners Limited are held by City of London Confirming House Limited. 
The shares in SHFLF 1 PLC and SHFLF 2 Limited are held by Professions Funding Limited. 
The shares in Novitas Asset Management Limited are held by Therium Capital Management Limited. 
The shares in Novitas Futures Limited are held by Novitas Asset Management Limited. 
All subsidiaries have a 31 March year end.
All subsidiaries are registered in England and Wales with the exceptions of Fundamental Tracker Investment 
Management Limited which is registered in Scotland and Therium Holdings Limited, Therium ATE Limited and Therium  
Litigation Funding Limited which are registered in Guernsey.
The Company established the following subsidiaries during the year:
City of London SME Leasing Limited 
COLG SME (GP) Limited
The Company established 50% stakes in the following joint ventures during the year.
COLG SME Loans LP 
COLG SME LP
The Company sold its investment in Fundamental Tracker Investment Management Limited on 5 April 2013. 
Notes to the financial statements continued 57
City of London Group plc
Financial statements
18 Investments in legal cases 
Group Company
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
As at 1 April 2,409 4,020 915 3,420
Additions 4,702 3,182 43 2,173
Return of seed investment – (2,360) – (2,827)
Write off of legal cases (83) (2,433) (108) (1,851)
Transferred to loans receivable (156) – (156) –
As at 31 March 6,872 2,409 694 915
Investment in legal cases at 31 March 2013 included £6,220,000 (2012: £1,877,000) of investments funded by third parties 
who bear any losses and receive any profit (after accounting for performance fees receivable by the Group) made from the 
investments, the amounts they have invested are shown in trade and other payables.
19 Loans and leases receivable
Group Company
Non-current
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Loans 1,648 1,032 100 –
Loans to related parties (see note 29) 1,000 – – –
Finance leases 1,233 1,169 – –
3,881 2,201 100 –
Group Company
Current
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Loans 2,948 2,032 814 225
Loans to related parties (see note 29) 998 1,437 366 396
Leases 1,094 542 – –
5,040 4,011 1,180 621
The gross amounts receivable by the Group under finance lease contracts as at 31 March 2013 are shown below 
(2012: £2,128,000). 58 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
19 Loans and leases receivable continued
31 March 2013 31 March 2012
Minimum lease 
payments 
£’000
Present value of 
minimum lease 
payments 
£’000
Minimum lease 
payments 
£’000
Present value of 
minimum lease 
payments 
£’000
Gross amounts receivable:
Less than one year 1,374 1,094 674 542
More than one year, less than five 1,386 1,233 1,454 1,169
2,760 2,327 2,128 1,711
Less: unearned finance income (433) – (417) –
2,327 2,327 1,711 1,711
There were no finance lease receivables in respect of the Company (2012: nil).
During the year the Group sold a portfolio of loans and leases of £1,418,000 to its newly set up joint ventures, COLG SME LP 
and COLG SME Loans LP, which are equity accounted in these financial statements (see note 17). The disposal took place in 
March 2013 at carrying value with no gains or losses recognised during the year.
The Group has a continued involvement with the assets transferred through its subsidiary Credit Asset Management Limited 
which acts as an investment manager to these joint ventures. The investment management fee earned during the year from 
these joint ventures amounted to nil (2012: nil).
The Group’s maximum exposure to loss due to its continuing involvement with the underlying assets held by these joint ventures 
is limited to its share of 50% in the losses of these joint ventures which at the balance sheet date amounted to £16,000 (2012:nil).
20 Trade and other receivables
Group Company
Current assets
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Trade receivables (restated) 9,591 5,656 20 –
Other debtors (restated) 1,254 2,347 25 725
Less provisions for bad debts (198) (162) – –
Prepayments and accrued income 764 375 296 402
Amounts owed by related companies 212 – – –
Amounts owed by subsidiaries – – 5,761 4,892
11,623 8,216 6,102 6,019
Group trade receivables include £9,572,000 (2012: £5,382,000) in relation to Trade Finance.
21 Cash and cash equivalents
Group Company
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Cash at bank 6,265 2,194 26 46
Short-term deposits – – – 6
6,265 2,194 26 52
Within the Group cash balance of £6,265,000, (2012: £2,194,000) there is £500,000 (2012: £178,000) of restricted cash.  
Within the 2012 Group cash balance of £2,194,000 there was £178,000 of restricted cash.
Notes to the financial statements continued 59
City of London Group plc
Financial statements
22 Borrowings, trade and other payables: due within one year
Group Company
Borrowings
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Bank overdraft 350 1,068 345 1,068
Loans 10,209 5,053 – 1,000
Preference shares 555 – – –
11,114 6,121 345 2,068
Trade and other payables
Trade payables 11,540 4,649 284 123
Dividends payable 1 1 1 1
Corporation tax 49 4 –
Other taxation and social security 102 69 54 32
Other creditors 854 10 – –
Amounts owed to subsidiaries – – 1,458 255
Accruals and deferred income 967 875 159 180
13,513 5,608 1,956 591
The Company’s overdraft of £345,000 (2012 £1,068,000) is secured on the UK listed share portfolio.
Trade payables include £7,947,000 (2012: £2,279,000) contributed by investors to participate in the investment in litigation cases. 
At the balance sheet date £6,220,000 (2012: £1,879,000) was invested in legal cases (see note 18).
23 Non-current liabilities
 
Group
31 March 2013 
£’000
31 March 2012 
£’000
Borrowings
Preference shares of subsidiary 420 970
Loans 2,759 1,617
3,179 2,587
Accruals – –
Derivative – 244
Total 3,179 2,831
The derivative is in respect of a put option to buy-out the minority interest in a subsidiary company at fair value at the time it 
becomes exercisable in November-December 2015.
There are no non-current liabilities for the Company. 60 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
24 Deferred tax assets and liabilities
Group and Company
Fair value gains
£’000
Tax losses 
£’000
Total 
£’000
Liability / (asset) at the 31 March 2011 398 (101) 297
Credit to income statement – (58) (58)
Credit to other comprehensive income (239) – (239)
Liability / (asset) at the 31 March 2012 159 (159) –
Debit to income statement – 159 159
Debit to other comprehensive income (159) – (159)
Liability / (asset) at the 31 March 2013 – – –
Group Company
Unrecognised deferred tax assets
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Differences between tax and accounting base 
of available-for-sale assets 308 92 308 92
Trading losses 694 679 – –
Excess management charges 442 263 442 463
Timing differences (10) (1) (10) –
Total 1,434 1,033 740 555
25 Called-up share capital
Allotted, called up and fully paid
31 March 2013 
£’000
31 March 2012 
£’000
20,206,617 (2012: 18,369,657) ordinary shares of £0.10 2,021 1,837
The Company did not hold any shares in treasury at 31 March 2013 (2012: nil). 426,996 shares were held by the Employee Benefit 
Trust at 31 March 2013 (2012: 472,886). During the year 45,890 shares were purchased by the Company, from the Trust, and used 
to fulfill its obligations under the long-term incentive scheme. The carrying value of shares held by the EBT at the balance sheet 
date amounted to £347,000 (2012: £385,000)
Shares in issue 
Number
Shares in issue 
£’000
As at 31 March 2011 11,136,642 1,114
Issued in year 7,233,015 723
As at 31 March 2012 18,369,657 1,837
Issued in year 1,836,960 184
As at 31 March 2013 20,206,617 2,021
During the year the Company issued 836,960 shares with a nominal value of £83,696 for £1,285,882.  
Costs of £60,000 were incurred in relation to the issue of shares in the year which were offset against the Company’s share premium.
Notes to the financial statements continued 61
City of London Group plc
Financial statements
26 Non-controlling interest
31 March 2013 
£’000
31 March 2012 
£’000
At 1 April (1,173) (520)
Acquisition of and additional investment in subsidiaries: 
Share of net assets 162 29
Share of derivative put option 31 (39)
Share of loss (228) (643)
At 31 March (1,208) (1,173)
27 Operating lease commitments
Group Company
 
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Minimum lease payments under operating 
leases recognised in expense for the year 161 100 132 78
The outstanding commitments for future minimum lease payments under non-cancellable operating leases, the majority of 
which related to buildings, fall due as follows:
Group Company
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Less than one year 161 100 146 78
Between one and five years 411 413 411 391
Greater than five years – 182 – 182
572 695 557 651
28 Commitments, contingent liabilities and guarantees
(i) Funding Commitments
Group Company
 
31 March 2013 
£’000
31 March 2012 
£’000
31 March 2013 
£’000
31 March 2012 
£’000
Loans 4,182 100 – 1,100
Investment in legal funds 1,561 807 – 118
Trade finance 1,357 1,358 – –
7,100 2,265 – 1,218
Trade Finance commitments stated above are in relation to purchasing commitments on behalf of trade finance clients by way  
of Letters of Credit.
(ii) The Company has committed to fund Therium £480,000 of which £240,000 is subject to further Board approval.
(iii) Bad debts losses on loans and lease receivables assigned to the Group’s lenders are guaranteed up to £350,000. 62 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
29 Related party transactions
Directors’ emoluments are disclosed in the part of the directors’ remuneration report subject to audit. The aggregate 
emoluments paid to directors during the year were £639,463 (2011: £454,499) and there were no awards under the incentive 
scheme for 2012/13 (2012: nil). There are no other persons having the authority and responsibility for planning, directing and 
controlling the activities of the Group, directly or indirectly. Accordingly, the aggregate amounts payable to directors equate to 
the aggregate compensation to key management personnel. As all directors’ emoluments are paid by the Company, the figure 
relates both to the Company and the Group.
Directors received the following dividends during the year:
E Anstee £3,687
A Brierley Nil
H Goodbourn £324
J Greenhalgh £21,569
J Kent £1,716
H Lafferty £649
N Sidebottom Nil
J Williams Nil
 
P Tinkler, Chairman of Trade Finance Partners Limited, is regarded as a related party as he is a director and non-controlling 
interest holder of City of London Confirming House Limited.
The following related parties hold preference shares in Trade Finance Partners Limited:
No. of shares
E Anstee 50,000
J Greenhalgh 25,000
J Kent 25,000
H Lafferty 25,000
P Tinkler 50,000
J Greenhalgh rents an office in Australia to the Company, the rent for the 2012/13 year was £20,137, this was outstanding at the 
year-end. The office is used in connection with the Company’s Australian mining investment. 
The following related parties have invested in funds managed by Therium Capital Management Limited:
31 March 2013 
£
31 March 2012 
£
E Anstee 70,400 70,400
J Kent 25,000 25,000
H Lafferty 50,000 50,000
J Anstee, an employee of the Company, is considered a related party as he is the son of the Chief Executive, E Anstee. J Anstee 
received remuneration of £30,875 during the year to 31 March 2013.
Notes to the financial statements continued 63
City of London Group plc
Financial statements
The Company’s related party transactions included
Charged by 
City of London 
Group plc  
in year 
(prior year) 
£’000
Charged to 
City of London 
Group plc  
in year 
(prior year) 
£’000
Loans due to  
City of London 
Group plc at  
31 March 2013
(31 March 2012) 
£’000
Other amounts 
due to City of 
London Group 
plc at  
31 March 2013
(31 March 2012)
£’000
Due from  
City of London 
Group plc at  
31 March 2013
(31 March 2012)
£’000
City of London 
Group plc 
investments in 
funds managed 
by the subsidiary 
at 31 March 2013
(31 March 2012)
£’000
City of London Public – – – 248 – –
Relations Limited – – – (108) – –
City of London Financial 5 6 – 16 105 –
Services Limited – – – (10) (105) –
Fundamental Tracker Investment – – – – – 455
Management Limited – (8) – – – (410)
Therium Capital 119 30 395 238 102 759
Management Limited (104) – (140) (125) (150) (916)
City of London Confirming 302 – 2,451 222 – –
House Limited (111) – (2,293) – – –
TFP Trading Limited 22 – 625 21 – –
(86) – (86) 22 – –
 Trade Finance Partners Limited 78 – – – – – 
(108) – – 7 – –
City of London Law 159 16 1,568 (116) – –
Funding Limited – – (1,440) 106 1,000 –
Professions Funding Limited 1 – 20 (44) – –
(10) – – 92 – –
Credit Asset Management Limited 50 – – (10) – –
(28) – (550) 166 – –
Array Management Limited – – 280 – – –
– – 271 – – –
City of London SME Leasing Ltd- – – – – 252 –
 – – – – – –
The amounts reported above include:
The Company’s charges to Fundamental Tracker Management Limited and Trade Finance Partners Limited for directors’ 
services. The Company’s charges to Trade Finance Partners Limited and Credit Asset Management Limited for office space 
and use of equipment. The Company’s charges to Therium Capital Management Limited for consultancy. The Company’s loan 
interest charges to Therium Capital Management Limited, Trade Finance Partners Limited, City of London Confirming House 
Limited and City of London Law Funding Limited. The Company’s preference share dividends accrued from Therium Capital 
Management Limited and Professions Funding Limited.  64 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
29 Related party transactions continued
Group related parties
The Group’s related party transactions include;
Interest charged 
by Group in year 
(prior year) 
£’000
Loans and 
lease portfolios 
transferred from 
Group in year 
(prior year) 
£’000
Loans due  
to Group 31 
March 2013  
(31 March 2012) 
£’000
Other amounts 
due to Group  
31 March 2013  
(31 March 2012) 
£’000
Novitas Futures Limited 177 – 949 –
(87) – (1,437) –
Novitas Asset Management Limited – – 49 –
– – – –
COLG SME Loans LP – 885 666 142
– – – –
COLG SME LP – 533 334 70
– – – –
Total current 177 – 998 212
(87) – (1,437) –
Total non-current – 1,418 1,000 –
– – – –
30 Share-based payments
Share options are granted to directors and to selected employees. The exercise price of these fixed price options is equal to the 
market price of the shares at the date of grant. These options are conditional on the employee completing three years’ service 
(the vesting period). The options have a contractual option term of ten years. The Group has no legal or constructive obligation 
to repurchase or settle the options in cash. 
Movements in the number of share options outstanding are as follows:
Date  
of Grant 01/04/12
Granted 
in year
Lapsed  
in year 31/03/13
Exercisable 
from
Exercisable 
to
Exercise 
price
E Anstee 11/02/10 100,000 – – 100,000 11/11/12 11/11/19 55.80p
H Goodbourn 30/11/11 143,267 – – 143,267 30/11/24 30/11/24 69.80p
J Kent 11/02/10 70,000 – – 70,000 11/11/12 11/11/19 55.80p
Other staff 20/06/02 11,300 – 11,300 – 20/06/05 19/06/12 104.00p
05/07/05 58,252 – – 58,252 05/07/08 4/07/15 55.50p
11/02/10 60,000 – – 60,000 11/11/12 11/11/19 55.80p
13/09/11 432,786 – – 432,786 13/09/14 13/09/24 76.25p
875,605 – 11,300 864,305
Movements in the number of share options outstanding for 2011/12 are as follows:
Date  
of Grant 01/04/11
Granted 
in year
Lapsed  
in year 31/03/12
Exercisable 
from
Exercisable 
to
Exercise 
price
E Anstee 11/02/10 100,000 – – 100,000 11/11/12 11/11/19 55.80p
H Goodbourn 30/11/11 – 143,267 – 143,267 30/11/24 30/11/24 69.80p
J Kent 11/02/10 70,000 – – 70,000 11/11/12 11/11/19 55.80p
Other staff 20/06/02 11,300 – – 11,300 20/06/05 19/06/12 104.00p
05/07/05 58,252 – – 58,252 05/07/08 4/07/15 55.50p
11/02/10 60,000 – – 60,000 11/11/12 11/11/19 55.80p
13/09/11 – 432,786 – 432,786 13/09/14 13/09/24 76.25p
299,552 576,053 – 875,605
City of London Group plc’s share price as at 31 March 2013 was 67.5p pence (2012: 67.5p). The average for the year to 
31 March 2013 was 72.0p (2012: 73.7p)
Notes to the financial statements continued 65
City of London Group plc
Financial statements
The fixed price options were valued using the Black-Scholes model. 
Inputs to the model were as follows:
11/02/10
Grant
13/09/11
Grant
30/11/11
Grant
Strike price 58.8p 76.25p 69.8p
Share price 58.8p 76.25p 63.0p
Time to expiration 2,556 days 1,460 days 1,460 days
Volatility 59.42% 48.24% 54.38%
Annual risk free interest rate 4.07% 0.87% 0.87%
The Company will use the shares in the employee benefit trust to cover the deferred incentive scheme awards.
31 Financial instruments
The Company’s and the Group’s financial instruments comprise ‘available-for-sale’ financial assets, trade debtors and other 
receivables, cash and cash equivalents and trade and other payables. The following tables analyse the Group and Company’s 
financial assets and financial liabilities in accordance with the categories of financial instruments in IAS 39. Assets and liabilities 
outside the scope of IAS 39 are not included in the table below.
Group
As at March 2013 As at 31 March 2012
Available-for 
-sale financial 
investments 
£’000
Loans and 
receivables 
£’000
Total 
£’000
Available-for-
sale financial 
investments 
£’000
Loans and 
receivables 
£’000
Total 
£’000
Assets
Available-for-sale’ financial assets 1,924 – 1,924 5,237 – 5,237
Investment in legal cases 6,872 – 6,872 2,409 – 2,409
Loans – 6,594 6,594 – 4,501 4,501
Finance leases – 2,327 2,327 – 1,711 1,711
Trade and other receivables – 11,623 11,623 – 8,216 8,216
Cash and cash equivalents – 6,265 6,265 – 2,194 2,194
8,796 26,809 35,605 7,646 16,622 24,268
Liabilities
Interest in loans and borrowings 13,318 7,738
Preference shares 975 970
Trade and other payables 13,513 5,608
Derivative liability (put option) – 244
27,806 14,560
With the exception of the derivative liability (put option) which is carried at fair value all other financial liabilities in the above table 
are reflected at amortised cost. 66 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
31 Financial instruments continued
Company
As at March 2013 As at 31 March 2012
Available-for 
-sale financial 
investments 
£’000
Loans and 
receivables 
£’000
Total 
£’000
Available-for-
sale financial 
investments 
£’000
Loans and 
receivables 
£’000
Total 
£’000
Assets
Available-for-sale’ financial assets 1,924 – 1,924 5,237 – 5,237
Investment in legal cases – 694 694 – 916 916
Loans – 1,280 1,280 – 621 621
Trade and other receivables – 6,102 6,102 – 6,019 6,019
Cash and cash equivalents – 26 26 – 52 52
1,924 8,102 10,026 5,237 7,608 12,845
Liabilities
Interest bearing loans and borrowings – 345 345 – 2,068 2,068
Trade and other payables – 498 498 – 336 336
Amounts owed to subsidiaries – 1,458 1,458 – 255 255
– 2,301 2,301 – 2,659 2,659
The directors believe that the carrying value of the financial instruments of the Group and the Company approximates their  
fair value.
32 Financial risk management
The financial risks faced by the Company include market risk (including price risk, foreign exchange risk and interest rate risk, 
credit risk, liquidity risk and cash flow interest rate risk. The Board reviews and agrees policies for managing each of these risks. 
Neither the Company nor the Group uses derivative financial instruments for trading purposes.
(i) Credit risk
Credit risk is the risk of the financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its 
contractual obligations. The scale of risk to the Group is set out in the table below;
31 March 2013 
£’000
31 March 2012 
£’000
Loans 6,594 4,501
Leases 2,327 1,711
Trade finance receivables 9,572 5,382
Trade and other receivables 1,485 2,621
Cash and cash equivalents 6,265 2,194
26,143 16,409
The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer loan, lease or 
receivable. Each new customer is analysed individually for creditworthiness before payment is made. The conduct of  
customer accounts is reviewed regularly.
The leases are all secured by the underlying assets leased. 
Loans are to professional firms including doctors, dentists, vets, lawyers and accountants and are unsecured but benefit  
from personal guarantees as management considers necessary.
Most receivables in trade finance are credit insured before entering into a trade. At balance sheet date £8,458,000 
(2012: £4,910,000) of the trade and other receivables were credit insured. 
The Group establishes an allowance for impairment on the basis set out in note 2. 
Receivables include the following that are wholly or partly in arrears.
Notes to the financial statements continued 67
City of London Group plc
Financial statements
2013
£’000
2012
£’000
Loans 137 23
Leases 136 53
Trade and other receivables 424 137
697 213
Provisions made in respect of above 198 162
The Group limits its credit exposure to cash and cash equivalents by only depositing funds with highly rated institutions.
(ii) Foreign exchange risk
The Group’s earnings and liquidity are affected by fluctuations in foreign currency exchange rates in respect of the ‘available-
for-sale’ financial assets denominated in overseas currencies. The table below shows the carrying amounts of the Company’s 
‘available-for-sale’ financial assets analysed by the currency in which they are held.
Currency
31 March 2013 
£’000
31 March 2012 
£’000
Sterling 1,796 3,916
US dollars – 3
Australian dollars 107 1,258
Canadian dollars 21 60
Total 1,924 5,237
Carrying value of Group investment in legal funds is set out below, although the foreign currency risk of these legal funds lies 
with the funds and not the Group
Currency
31 March 2013 
£’000
31 March 2012 
£’000
Sterling 3,929 1,381
US dollars 2,943 500
Euros – 706
Total 6,872 2,587
The carrying amounts of the Group’s cash and cash equivalents are denominated in the following currencies:
31 March 2013 31 March 2012
Currency
Cash at bank 
and in hand 
£’000
Short-term 
investments
£’000
Total
£’000
Cash at bank 
and in hand
£’000
Short-term 
investments
£’000
Total
£’000
Sterling 4,547 – 4,457 1,583  –  1,583 
US dollars 1,680 – 1,680 221  –  221 
Euros 29 – 29 55  –  55 
Australian dollars 9 – 9 335  –  335 
Total 6,265 – 6,265 2,194  –  2,194 
Floating rate 6,265 – 6,265 2,194  –  2,194 
Fixed rate – – – – –  – 
Total 6,265 – 6,265 2,194  –  2,194 
Sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in £/US$ exchange rate with all other variables 
held constant.
31 March 2013
£
31 March 2012
£
Change in US$ rate (+/-2.5%) +/-42,000 +/-6,000
Change in US$ rate (+/-5%) +/-84,000 +/-11,000 68 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
32 Financial risk management continued 
(iii) Liquidity risk
The Company has sufficient cash to meet its current requirements. At 31 March 2013 the Company had a £1,000,000  
(2012: £1,600,000) bank overdraft facility. The total amount drawn on these facilities at the 31 March 2013 was £345,000  
(2012: £1,068,000). The overdraft facility expires in September 2013. The Company intends to sell its portfolio of energy  
and mining investments during the year and also intends to raise further equity.
Year ended 31 March 2013
On  
demand
£’000
Less than  
3 months
£’000
3 to 12 
months
£’000
1 to 5  
years
£’000
> 5 years
£’000
Other
£’000
Total
£’000
Interest-bearing loans  
and borrowing 1,250 1,830 8,034 3,179 – – 14,293
Trade and other payables – 7,244 49 – – 6,220 13,513
1,250 9,074 8,083 3,179 – 6,220 27,806
Year ended 31 March 2012
On  
demand
£’000
Less than  
3 months
£’000
3 to 12 
months
£’000
1 to 5  
years
£’000
> 5 years
£’000
Other
£’000
Total
£’000
Interest-bearing loans 
and borrowing – 290 5,831 2,587 – – 8,708
Trade and other payables – 3,727 4 – – 1,877 5,608
Financial derivatives – – – 244 – – 244
– 4,017 5,835 2,831 – 1,877 14,560
The amounts shown under ‘other’ are the contributions from investors, which are backed by investment in litigation cases and 
therefore repayment is contingent upon success of those cases (see note 18)
(iv) Interest rate risk
The Company has interest-bearing assets and liabilities mostly at fixed interest rates. At 31 March 2013 the only floating rate 
borrowing of the Group and the Company related to its bank overdraft of £345,000 (2012:£1,068,000) linked to Bank of England 
base rate. With all other variables held constant the profit before tax of the Group and Company will be affected by change in the 
Bank of England rate as follows:
31 March 2013
£’000
31 March 2012
£’000
Change of interest rate by 2.5% 8 27
Change of interest rate by 5% 16 54
(v) Price risk
The Group is subject to price risk on its ‘available-for-sale’ financial assets, including its operating investments and investments 
in legal funds as well as its portfolio of financial assets. The Group spreads its market risk in respect of the portfolio through 
diversification. The Group holds fixed income, preference shares and stocks of micro, small, mid and large capitalisation 
companies. There is a concentration risk in the energy and mining sectors as the majority of the investment portfolio of 
£1,924,000 is invested in these sectors. At 31 March 2013, 22% of the Group’s portfolio was invested in unlisted equity 
securities. Top value holdings are set out in the Group’s annual and half-yearly reports. Price risk in respect of investments in 
unlisted operating investments and legal funds is managed by the Group having an overall investment portfolio which limits its 
exposure to unlisted investments individually and collectively.
Notes to the financial statements continued 69
City of London Group plc
Financial statements
Fair value hierarchy
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities
Level 2:  other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either 
directly or indirectly
Level 3:  techniques that use inputs that have a significant effect on the recorded fair value that are not based on observable 
market data.
The fair value of listed financial assets is established by relevance to current bid market prices.
The fair value of unlisted investments is determined using valuation techniques as described in note 3.
The fair value of investments in legal funds is taken to be cost, as at the balance sheet date there was not a sufficient track 
record on which to base a valuation. Due to their short maturity profiles, management is of the opinion that there is no material 
difference between the fair value and carrying value of trade and other receivables, cash and cash equivalents, and trade and 
other payables. The directors therefore consider that carrying value of financial instruments equates to fair value.
The following table presents the Group’s assets that are measured at fair value at 31 March 2013.
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
‘Available-for-sale’ financial assets
Equity securities 1,042 455 427 1,924
Operating investments – – 18 18
Investment in legal funds – – 6,872 6,872
1,042 455 7,317 8,814
The following table presents the Group’s assets that are measured at fair value at 31 March 2012.
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
‘Available-for-sale’ financial assets
Equity securities 3,103 410 1,552 5,065
Debt investments – – 172 172
Operating investments – – 37 37
Investment in legal funds – – 2,409 2,409
3,103 410 4,170 7,683
The derivative liability of £244,000 at 31 March 2012 was recognised at fair value and classified as Level 3.
Level 1 assets are quoted ordinary shares, non-redeemable preference shares and debentures.
Level 2 asset is a UK equity fund.
The movement on level 3 assets are as follows:
£’000
Balance at 1 April 2012 4,170
Additions 4,720
Disposals (1,573)
Valuation gain taken to comprehensive income –
Balance at 31 March 2013 7,317 70 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
32 Financial risk management continued 
(vi) Capital Management
The primary objective of the Company’s capital management is to ensure that it has sufficient funding capacity to support the 
growth and development of its existing platforms and to invest in new platforms as opportunities arise. Whilst the main funding 
sources to the platforms are from third party sources the growth necessarily requires some additional equity from the Company. 
The Company seeks to optimise the mix of debt and equity funding sources to maintain the balance of a robust financial 
structure whilst creating shareholder value through modest debt equity mix of the Company.
Debt equity ratio is shown below:
31 March 2013
£’000
31 March 2012
£’000
Third-party borrowings 345 2,068
Loans from subsidiaries 1,458 255
Cash (26) (52)
Net Debt 1,777 2,271
Equity 12,753 13,936
Gearing 13.9% 16.3%
As an investment Company the management only monitors Company’s capital structure instead of Group structure.
33 Post balance sheet events
On 5 April 2013 the Company sold Fundamental Tracker Investment Management Limited (FTIM) for £48,211 and over the 
following six months (to October) is to realise its seed investment in the Munro UK Dividend Fund of c£455,000 which is 
managed by FTIM.
On 2 May 2013 Therium (UK) Holdings Limited (Therium) was appointed to advise a newly launched litigation fund. The new fund 
has raised capital of £5.6million and will invest in commercial litigation, complex disputes and international arbitration alongside 
Therium’s existing funds. Therium is the exclusive litigation service provider to the fund.
Notes to the financial statements continued 71
City of London Group plc
Financial statements
We have audited the financial statements of City of London 
Group plc for the year ended 31 March 2013 which comprise 
the consolidated income statement, the consolidated 
statement of comprehensive income, the consolidated and 
Company statements of changes in equity, the consolidated 
and Company balance sheets, the consolidated and Company 
statements of cash flows, and the related notes. The financial 
reporting framework that has been applied in their preparation 
is applicable law and International Financial Reporting 
Standards (IFRSs) as adopted by the European Union and, as 
regards the parent company financial statements, as applied in 
accordance with the provisions of the Companies Act 2006.
This report is made solely to the Company’s members, 
as a body, in accordance with Chapter 3 of Part 16 of the 
Companies Act 2006. Our audit work has been undertaken so 
that we might state to the Company’s members those matters 
which are required to state to them in an auditors’ report and 
for no other purpose. To the fullest extent permitted by law, we 
do not accept or assume responsibility to anyone other than 
the Company and the Company’s members, as a body, for  
this report, or the opinions we have formed.
Respective responsibilities of directors  
and auditors
As explained more fully in the Statement of Directors’ 
Responsibilities, the directors are responsible for the 
preparation of financial statements and for being satisfied that 
they give a true and fair view. Our responsibility is to audit and 
express an opinion on the financial statements in accordance 
with applicable law and International Standards on Auditing 
(UK and Ireland). Those standards require us to comply with 
the Auditing Practice Board’s Ethical Standards for Auditors.
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements 
is provided on the Financial Reporting Council’s website at  
www.frc.org.uk/auditscopeukprivate.
Opinion on financial statements
In our opinion:
• the financial statements give a true and fair view of the 
state of the Group’s and the parent company’s affairs 
as at 31 March 2013 and of the Group’s loss for the year 
then ended;
• the financial statements have been properly prepared 
in accordance with IFRSs as adopted by the European 
Union; and
• the financial statements have been prepared in 
accordance with the requirements of the Companies  
Act 2006 and, as regards the Group financial statements, 
Article 4 of the IAS Regulation.
Opinion on other matters prescribed by the 
Companies Act 2006
In our opinion:
• the part of the Directors’ Remuneration Report to be 
audited has been properly prepared in accordance with  
the Companies Act 2006; and
• the information given in the Directors’ Report for the 
financial year for which the financial statements are 
prepared is consistent with the financial statements; and
• the information given in the Corporate Governance 
Statement set out on pages 18 to 20 of the annual report 
with respect to internal control and risk management 
systems in relation to financial reporting processes and 
about share capital structures is consistent with the 
financial statements. 
Matters on which we are required to report  
by exception
We have nothing to report in respect of the following:
Under the Companies Act 2006 we are required to report to 
you if in our opinion:
• adequate accounting records have not been kept by the 
parent company, or returns adequate for our audit have  
not been received from branches not visited by us; or
• the parent company financial statements and the part of  
the Directors’ Remuneration Report to be audited are not  
in agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by 
law are not made; 
• we have not received all the information and explanations 
we require for our audit; or
• a Corporate Governance Statement has not been prepared 
by the Company.
Under the Listing Rules we are required to review:
• the directors’ statement, set out on page 16, in relation to 
going concern; and
• the part of the corporate governance statement relating 
to the Company’s compliance with the nine provisions 
of the UK Corporate Governance Code specified for our 
review; and
• certain elements of the report to shareholders by the  
Board on directors’ remuneration.
Neil Fung-On 
(Senior Statutory Auditor)
For and on behalf of BDO LLP, statutory auditor
London 
United Kingdom
24 June 2013
BDO LLP is a limited liability partnership registered in England 
and Wales (with registered number OC305127). 
Independent Auditor’s report
to the members of City of London Group plc 72 
Annual Report & Accounts 2013
Financial statements
City of London Group plc
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable laws 
and regulations. 
Company law requires the directors to prepare financial statements for each financial year. Under that law, the directors 
are required to prepare the Group financial statements and have elected to prepare the Company financial statements in 
accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. Under company law 
the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state  
of affairs of the Group and the Company and of the profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgments and accounting estimates which are reasonable and prudent;
• state whether they have been prepared in accordance with IFRSs as adopted by the European Union subject to any material 
departures disclosed and explained in the financial statements; 
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will 
continue in business;
• prepare a directors’ report and directors’ remuneration report which comply with the requirements of the Companies Act 2006.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s 
transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to 
ensure that the financial statements comply with the Companies Act 2006 and as regards the Group financial statements, Article 
4 of the IAS Regulations. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable 
steps for the prevention and detection of fraud and other irregularities. 
Website publication
The directors are responsible for ensuring the annual report and the financial statements are made available on a website. 
Financial statements are published on the Company’s website in accordance with legislation in the United Kingdom governing 
the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The 
maintenance and integrity of the Company’s website is the responsibility of the directors. The directors’ responsibility also 
extends to the on-going integrity of the financial statements contained therein.
Directors’ responsibilities pursuant to DTR4
The directors confirm to the best of their knowledge:
• The Group financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) 
as adopted by the European Union and Article 4 of the IAS Regulation and give a true and fair view of the assets, liabilities, 
financial position and profit and loss of the Group.
• The annual report includes a fair review of the development and performance of the business and the financial position of  
the Group and the parent company, together with a description or the principal risks and uncertainties that they face.
By order of the Board
H Lafferty
Chairman
24 June 2013
Statement of directors’ responsibilities 73
City of London Group plc
Financial statements
Financial calendar
We will hold our Annual General Meeting at Wax Chandlers’ Hall, 6 Gresham Street, London, EC2V 7AD at 10.00am on Tuesday 
24 September 2013 and hope that many shareholders will attend.
Q1 IMS August 2013
Half-year results (available online only) November 2013
Trading record
For the year ended 31 March 2009 2010 2011 2012 2013
Shareholders’ attributable net profit (£’000) 158 143 13 (1,433) (1,551)
Earnings per share 1.55p 1.45p 0.12p (8.24)p (8.23)p
Dividends interim paid 0.00p 0.00p 0.50p 0.50p 0.33p
Dividends final proposed 0.00p 0.50p 1.00p 0.50p 0.00p
NAV per share attributable to shareholders 63.80p* 80.10p* 92.50p* 68.80p* 53.00p
*before final dividend
NAV per share is calculated on the number of shares in issue less those held in treasury and in the Employee Benefit Trust.
Share price information
The latest City of London Group plc share price is published daily in the Financial Times, the Daily Express and at www.ft.com. It 
can also be found on www.londonstockexchange.com code CIN or via a link from our own website www.cityoflondongroup.com.
Announcements by email
Company announcements are carried on the Company’s website at www.cityoflondongroup.com. If you wish to receive these 
by email, please send your name and email address to office@cityoflondongroup.com.
Registered office  
and general enquiries
30 Cannon Street  
London  
EC4M 6XH  
Tel: 020 7628 5518 
Fax: 020 7628 8555  
Company number: 01539241 
Email: office@cityoflondongroup.com 
Website: www.cityoflondongroup.com
Company Secretary
Lorraine Young 
190 High Street 
Tonbridge 
Kent 
TN9 1BE
 
Stockbrokers 
N+1 Singer  
One Bartholomew Lane  
London 
EC2N 2AX
Auditors
BDO LLP 
55 Baker Street 
London 
W1U 7EU
Bankers
Lloyds TSB Bank Plc 
2nd Floor 
25 Gresham Street 
London 
EC2V 7HN
Registrar and transfer office 
For shareholder administration enquires, 
including changes of  
address, please contact:
Capita Registrars Limited 
The Registry 
34 Beckenham Road 
Beckenham 
Kent 
BR3 4TU
Investor information and advisors City of London Group plc City of London Group plc
Annual report and accounts 2013
City of London Group plc
30 Cannon Street
London EC4M 6XH
Phone: 020 7628 5518
Fax: 020 7628 8555
Email: office@cityoflondonGroup.com