making a structural change
to development technologies 
ValiRx plc annual report and accounts 2011 valirx plc is a biopharmaceutical 
company developing technologies 
and products in oncology 
therapeutics and diagnostics.
achieve
faster
diagnoses
substantially improve 
treatment outcomes
cost effectively
Research shows there is high 
demand for new personalised 
medicines and services.
VaLiRX aRE aimiNG to:
enhance  
patient  
care
who we are
We want to make a structural change in science, 
namely to engineer a scientific breakthrough into 
human health and wellbeing through early detection 
of disease and therapeutic intervention. ValiRx plc annual report and accounts 2011 1 Business Overview
HIGHLIGHTS
Financial
• Revenues for the year were £455,000 (2010: £177,000)
• Administrative expenses were £1,513,000 (2010: £663,000)
• Losses after taxation were £933,000 (2010: profit £134,000)
•  Development costs, part of administrative expenses, 
were £421,000 (2010: £120,000)
• Further capital of £3.3m was raised by way of a placing
Operational
•  Good progress in terms of developing our cancer therapeutics and Biomarker 
diagnostics with significant advances being seen regarding moving forward 
both therapeutic compounds, VAL101 and VAL201
•  Continued strong progress has been seen with regard to the Eurostars 
programme for our lead therapeutic, VAL101 and for the GeneICE technology
•  Extension to our Eurostars grant for the development of our GeneICE technology 
will extend the Company’s pipeline of potential cancer therapeutic compounds
•  Further late pre-clinical study into the development of another of our lead 
therapeutics, VAL201, carried out in collaboration with Oxford University, 
firmly established a potentially important role for VAL201
Business Overview
IFC Who we are
 1 Highlights
 2 At a glance
 4 Chairman’s report
 5 Chief Executive Officer’s report
Corporate Governance
 8 Board of Directors
10 Directors’ report
Financial Statements
12 Independent auditors’ report
13  Consolidated statement of comprehensive income
14  Statement of changes in equity
15  Consolidated statement of financial position
16  Consolidated statement of cash flows
16 Notes to the consolidated statement of cash flows
17 Notes to the consolidated financial statements
27 Balance sheet
28 Notes to the financial statements
IBC Company information
COnTEnTS
+157%
RevenueS
growth in revenue to £455,000
(December 2010: £177,000)
Visit us at 
www.valirx.com 2 ValiRx plc annual report and accounts 2011 Business Overview
AT A GLAnCE
WE FOCUS On THE TREATmEnT OF 
CAnCER, SpECIALISInG In EpIGEnOmIC 
AnD GEnETIC AnAL ySIS.
We have three advanced divisional companies, ValiPharma, ValiFinn and ValiMedix. 
Their technologies can be applied to numerous other fields and together they make up ValiRx. 
Our  
products
VAL101
VAL101 is a novel therapeutic 
It acts to target and switch “OFF” the gene that 
expresses Bcl-2, a protein that is implicated in 
about half of all carcinomas.
Pre-clinical studies have established vAL101’s 
efficacy in prostate, ovarian and pancreatic cancers, 
and may also have anti-tumour activity against 
orphan oncologic indications.
VAL201 is a novel peptide 
For the treatment of hormone refractory prostate 
cancer and also other indications of hormone 
induced unregulated growth including endometriosis. 
These conditions have major unmet clinical needs 
and the personalised approach provided by vAL201 
promises to significantly improve treatment outcomes.
VAL201
Valipharma has been exploiting over the 
past few years its proprietary epigenomic 
technology to develop promising therapeutics. 
They may prove in clinical trials to combat 
cancer safely and more effectively than 
currently used chemotherapeutics.
1
THERApEUTICS
Award winning GeneICE technology
In June 2009, valiRx, as the leading partner of an 
international consortium of three companies, was 
awarded a two year grant by eurostar against 
substantial competition from across europe, to 
develop its GeneICe technology (“GeneICe” or 
“Gene inactivation by chromatin engineering”).
The technology has since been shown to 
be effective against several cancer cell lines, 
including prostate cancer, ovarian cancer, 
pancreatic cancer and lung cancer.
Our  
technologies
OUR THREE DIVISIOnS... ValiRx plc annual report and accounts 2011 3 Business Overview
3
SELFCHECk
valiFinn’s research team members have a 
reputation for expertise and excellence in the 
field of molecular and cell biology, acquired 
over many years in industry and academic health 
sciences centres. They are strongly supported 
with robust analytical tools to meet the challenges 
in the development of personalised medicine.
Valimedix was founded in 2009 to 
exploit the growing “well being” market 
through the marketing and distribution 
of reagent-based home screening tests. 
They are designed to detect levels or the 
presence of a range of biological markers.
Our  
experience
Our services and activities 
In addition the activities include due diligence, 
business planning support including opportunity 
recognition, market assessment and marketing 
plan development, alongside the following:
• Disease specific Biomarker profiles
•  Proprietary disease profile database 
for licensing
•  Biomarker microarrays for cell line/ tissue 
sample/disease analysis
•  Disease specific diagnostics for therapeutic 
regime decision/monitoring
•  Various clinical status testing kits 
and companion diagnostics
Our  
research 
team
2
DIAGnOSTICS
High quality science within R&D service 
providers like ValiFinn, boost their rapid 
adoption of a new thinking and taking a 
lead in conducting clinical research for 
personalised medicine.
Our 
products
Our products and technologies
valiRx operates through the following 
divisional companies:
•  ValiMedix is the sales and distribution 
division of valiRx
•  ValiPharma is the therapeutics division with 
two embedded technologies primarily directed 
at the treatment of cancers. Of particular note 
is GeneICe, valiRx’s technology for controlling 
rebellious genes, which was awarded a 
eurostars grant to the value of €1.2m 
to fund the development of the GeneICe 
products through preclinical stages in 
cancer treatments. 4 ValiRx plc annual report and accounts 2011 Business Overview
increased exposure to the Biomarker market, 
a key and increasingly exciting field within our 
industry, and also to a revenue stream, derived 
from the provision of contract services.
In 2011 we received the proceeds from 
the sale of our Belgian subsidiary diagnostic 
development business, valiBIO S.A, to 
Singapore volition Pte. Ltd (volition). This was 
a business which the Board considered lay 
outside the Company’s core technologies. 
However, we have retained the rights to the 
technologies for use in our therapeutic activities. 
Whilst we retain a modest interest and shareholding 
in its future growth, we are pleased to have 
satisfactorily exited from one of our investments.
The Company’s progress during the period 
under review has been very encouraging 
and I am delighted that the business is more 
strongly established than ever before and is 
now in a position to capitalise fully on both 
current opportunities and future successes. 
Going forward, I look forward to seeing our 
lead therapeutics continue to progress and 
our position in the biotechnology market 
strengthen further. We are well positioned 
and I look forward to the future with 
much confidence.
I am pleased to report that during the twelve 
months ended 31 December 2011 your Company 
continued to develop strongly, both in providing 
a well funded platform for drug development 
and in terms of the progress and development 
of its lead therapeutic compounds, vAL101 
and vAL201, and their progress towards the 
commencement of in-human clinical trials. 
Your Company continues to work with world class 
regulatory and clinical research organisations 
to ensure that these developments occur on 
a cost effective and timely basis.
The February 2011 Placing through Hybridan 
to raise £3.3m was a key milestone in providing 
valiRx with a secure base of funding from which 
the Company can accelerate the pre-clinical 
progress of vAL101 and vAL201 along with 
other activities and further progress 
the business.
The period also saw the establishment of 
our subsidiary, valiRx Finland OY (valiFinn) 
in Finland and the acquisition from Pharmatest 
Services Oy (Pharmatest) of Oulu, Finland, 
of its Biomarkers business unit together with 
several families of patents and patent applications 
and related intellectual property (IP). This 
acquisition provides the Group with both an 
CHAIRmAn’S REpORT
“ pROGRESS DURInG THE pERIOD UnDER 
REVIEW HAS BEEn VERy EnCOURAGInG 
AnD I Am DELIGHTED THAT THE BUSInESS 
IS mORE STROnGLy ESTABLISHED THAn 
EVER BEFORE.”
On a personal note I would also like to thank the 
executive T eam and the non-executive Directors 
for the significant contribution both groups have 
made to the business over the last twelve months.
N Thorniley
Chairman
26 April 2012 ValiRx plc annual report and accounts 2011 5 Business Overview
CHIEF EXECUTIVE OFFICER’S REpORT
VALIRX IS A GROWInG COmpAny WITH 
A CLEAR BUSInESS mODEL.
Our business model has evolved to become a solid & reliable way to increase 
the Company’s growth potential, while all the time maintaining the desire to meet 
the demand and fill an important gap in the market.
Reduce risk 
in new product 
development through 
a rigorous clinical 
and commercial due 
diligence process
Select drug 
candidates and 
technologies with 
evidence-based 
potential to address 
the unmet needs of 
the market
Maximise returns 
to shareholders by 
adding value at the 
earlier stages where 
value increases per 
investment unit are 
the greatest
The past year has been a fundamentally important 
period in the development of valiRx, both as a 
company and in terms of the advancement of its 
various programmes. On all fronts, valiRx has 
made good progress.
Revenues for the year were £455,000 
(2010: £177,000). Administrative expenses 
were £1,513,000 (2010: £663,000). Included 
in administrative expenses were development 
costs of £421,000 (2010: 120,000). Losses after 
taxation were £933,000 (2010: profit £134,000).
I am pleased to report that over the year 
we continued to make good progress in 
terms of developing our cancer therapeutics 
and Biomarker diagnostics, with significant 
advances being seen regarding moving 
forward both therapeutic compounds, vAL101 
and vAL201, in their respective pre-clinical 
and translational programmes.
VAL101 and VAL201
Continued strong progress has been seen 
with regard to the eurostar’s programme for our 
lead therapeutic, vAL101 and for the GeneICe 
technology (or “Gene inactivation by chromatin 
engineering”), valiRx’s proprietary gene-silencing 
technology which has been developed for 
silencing or “freezing” rebellious genes, which 
cause conditions such as cancer and various 
neurological problems. 
We continue to meet the milestones as set 
out in a programme and are pleased to have 
optimised and simplified the production of the 
lead candidate molecule, which by extension 
makes the compound cheaper to produce, 
thereby adding future value. We believe this 
compound has the potential to deliver good 
biological activity and can complete pre-clinical 
studies efficiently and quickly.
Imperial College, university of London, from 
whom the technology was originally licensed, 
has been working in collaboration with the 
Company and is currently carrying out the 
late pre-clinical development. Results from 
the pre-clinical programme have shown efficacy 
in killing cancer cells in several systems, as the 
Company has reported previously, and valiRx 
was delighted to announce that its agreement 
with Imperial College had been extended and 
that Imperial College would continue with the 
further development of this cancer therapeutic 
work. Stability and toxicology studies are 
currently underway.
We were also pleased to report that the previously 
announced extension to our eurostars grant for 
the development of our GeneICe technology will 
extend the Company’s pipeline of potential cancer 
therapeutic compounds.
VAL201
We were also pleased to report on 28 July 2011 
that a further late pre-clinical study into the 
development of another of our lead therapeutics, 
vAL201, carried out in collaboration with 
Oxford University, firmly established a potentially 
important role for vAL201 in treating, in vivo, 
hormone induced refractory prostate cancer and 
other conditions of hormone induced uncontrolled 
cell growth including breast and ovarian cancer, 
among others. These conditions currently have 
a large unmet medical need.
This progress follows on from valiRx’s 
agreement with Oxford university on 14 April 2011 
to accelerate the development of this lead 
therapeutic and to study vAL201’s therapeutic 
potential for additional indications. In the studies 
thus far, vAL201 has been shown to prevent 
cancerous growth in live models, with two 
proliferative conditions and in a further three 
conditions in cancer cell lines. The response 
was shown to be dose dependent and the  6 ValiRx plc annual report and accounts 2011 Business Overview
VAL201 continued
Company was pleased to note that those models 
treated with vAL201 remained fertile and produced 
normal offspring and, unlike many other traditional 
therapies, no serious side effects were seen so far. 
valiRx further announced on 2 november 2011 
that it had filed a new patent for a further indication 
in endometriosis or hormone induced abnormal 
cell growth in women.
The compound is now in the translational phase 
from pre-clinical development into the clinical 
stage. Good progress has been made and it is 
gratifying to report that the production methods 
and procedures for the manufacture of vAL201 has 
been successfully upgraded to a standard that 
is acceptable for use in human, a process known 
as Good Manufacturing Practise or GMP . This 
GMP material is being used for the compulsory 
chronic and acute toxicological studies, which 
are being carried out to the highest ethical and 
regulatory standards. It is also pleasing to report 
that confirmatory pre-clinical studies, paid for by 
valiRx but conducted by independent contractors, 
have demonstrated the utility of vAL201 in 
controlling the proliferation of cancers – thereby 
confirming the results previously found by the 
Company and its collaborators.
Diagnostics and Biomarker activities
With respect to the Company’s diagnostics 
and Biomarker activities, valiRx was pleased to 
have acquired on 18 August 2011 the outstanding 
equity of a subsidiary business, valiRx Finland Oy 
(valiFinn), that it had jointly established with local 
partners in 2008. Subsequent to this transaction 
and just after the period end, valiFinn acquired on 
5 January 2012 from Pharmatest Services Oy 
(Pharmatest) of Oulu, Finland, its Biomarkers 
business unit together with several families 
of patents and patent applications and related 
intellectual property (IP).
The Biomarkers business unit comes with 
a revenue stream, which is derived from the 
provision of contract research services to 
pharmaceutical companies who are utilising 
its library of Biomarkers and it will form a new 
division at valiFinn. 
The Company will build on the specialist 
Biomarker expertise of valiFinn to develop 
its own companion diagnostic Biomarkers 
to complement valiRx’s therapeutics, its existing 
intellectual property and its companion diagnostic 
activities, as well as marketing that expertise for 
the development programmes of other companies.
Biomarkers are a fast moving and currently 
very dynamic field within the bio-industry 
space and are crucial for detecting cancer 
at an early stage. They are also key in optimising 
therapeutic strategy and monitoring therapeutic 
success. It is a market that is rapidly growing 
in size and it has the potential of delivering 
significant benefit for patients, alongside 
potential cost savings derived from across 
the pharmaceutical industry.
SELFCheck health screening products
valiRx is also continuing to generate revenues 
from its SeLFCheck “over-the-counter” health 
screening products in the uK, which screen and 
identify among other things cancers, cholesterol 
and several Sexually Transmitted Infections 
(STI) such as Chlamydia. During the period, 
we were pleased to conclude an agreement 
with Medcase OY MCO (Medcase), a Finnish 
distributor operating across the nordic region, 
for the distribution and sale of our SeLFCheck 
test kits in Finland and Sweden, among other 
key distribution agreements.
Collaborative agreements
During the period, valiRx was pleased 
to have secured several developmental 
collaborative agreements, with prestigious 
partners including Oxford university, Imperial 
College and Physiomics plc (AIM: PYC), 
the Oxford based systems biology company. 
We are delighted that the Company continues 
to attract world-leading institutions to partner 
with us in the exciting development of a number 
of our key compounds and we thank them for 
their support.
ValiBIO S.A 
In 2011, your Company received the proceeds 
from the sale of its Belgian subsidiary diagnostic 
development business, valiBIO S.A, to 
Singapore volition Pte. Ltd (volition). valiRx 
continues to retain its modest shareholding 
in volition and interest in the future upside 
CHIEF EXECUTIVE OFFICER’S REpORT COnTInueD
“ LOOkInG TO THE FUTURE, WE WILL 
COnTInUE TO pROGRESS OUR LEAD 
DEVELOpmEnT pROGRAmmES TOWARDS 
CLInICAL TRIALS AnD FURTHER ADVAnCE 
THE DEVELOpmEnT pIpELInE.” ValiRx plc annual report and accounts 2011 7 Business Overview
WE UTILISE A DIVERSE mAnAGEmEnT 
TEAm, BRInGInG TOGETHER A 
mIXTURE OF CORE SkILLS.
The ValiRx management team is a mixture of entrepreneurial scientists and business 
professionals, all with experience in developing medical life science companies.
The team is also experienced at transferring technologies and products into the 
commercial arena to generate revenue and grow shareholder value.
value and growth of the business, whilst both 
satisfactorily exiting from one of its investments 
yet retaining rights to use the technologies sold 
for its own use with its therapeutic programmes 
and products. valiRx has since received further 
shares in volition in exchange for wider rights 
to its hypergenomics Intellectual Property (IP), 
which the Board considered lay outside the 
Company’s core technologies.
Grant of patents
We were also pleased to announce just 
before the period end on 15 December 2011 
that GeneICe had received patent approval by 
the Canadian patent office. This followed the 
previously announced grant of patents for the 
technology across the world encompassing 
territories including the uS, europe and Australia. 
The filing of this latest patent extends the 
Company’s global geographic patent 
coverage and, we believe, increases 
the value of the Company’s assets.
Fundraising
valiRx also raised further capital of £3.3m by way 
of a placing, (announced on 16 February 2012). 
The net proceeds of the placing are currently 
being used by the Company to accelerate the 
pre-clinical progress of vAL101 and vAL201 
to support the sales and marketing activities 
of ValiRx’s subsidiary, ValiMedix, to develop the 
Company’s companion diagnostics for use in 
its therapeutic programmes and to support the 
development and testing of its HPv diagnostic.
Outlook
Looking to the future, we will continue to 
progress our lead development programmes 
towards clinical trials and further advance the 
development pipeline. The placing and capital 
raised has left the Company well positioned 
to translate and move forward its therapeutic 
programmes towards the clinic and also to 
further advance the business and programme 
development of its Biomarker subsidiary.
I believe that the Company has made excellent 
progress over the past year, which included 
a significant capital injection, a strengthened 
balance sheet and with the Company’s lead 
therapeutic products being on the cusp of 
clinical trials. We have a strong platform and 
offering from which to drive valiRx forward 
and firmly position ourselves at the forefront 
of personalised oncology diagnostic and 
therapeutics development in the sector.
S Vainikka
Chief Executive Officer
26 April 2012 8 ValiRx plc annual report and accounts 2011 Corporate Governance
BOARD OF DIRECTORS
1 2
3 4
5 6 ValiRx plc annual report and accounts 2011 9 Corporate Governance
1. Nicholas Thorniley
Chairman
Nicholas first worked in the City for Montagu Loebl and Stanley, becoming 
a partner in 1974. He was a founder member of the London Oil Analysts 
Group and became chairman in 1983.
He joined L Messel & Co in 1981 as a partner and moved to Panmure Gordon 
in 1991 as a director, before finally joining Investec Securities as a director 
and head of corporate broking in 2002. His career in the City spans some 
37 years, during which time he has amassed extensive experience in the 
small to mid capitalised company arena and across a range of disciplines 
including equity research, sales and corporate broking. (Member of 
Remuneration Committee)
2. Dr Satu Vainikka
Chief Executive Officer
Satu has many years’ experience of the biotechnology industry, including 
extensive first hand experience of equity financing, business management 
and developing life science technology into commercial enterprises. Prior 
to her current role as CeO of v aliRx, she was a founder, Director and CeO 
of Cronos Therapeutics Limited.
In her past roles, Dr vainikka has developed and exited successful business 
models, negotiated corporate and academic transactions and raised funding 
for a number of companies. (Member of Remuneration Committee)
Dr Satu Vainikka has gained the following qualifications and awards:
•	 MBA at Imperial College Business School 2000.
•	 PHD in signal transduction in oncology, university of Helsinki 1996.
•	 Prestigious “embo” fellowship for Postdoctoral research at the 
imperial cancer research (now CRC).
3. Gerry Desler
Chief Financial Officer
Gerry is a chartered accountant, who qualified in 1968 with a City firm, 
before becoming a partner in 1970. Between 1985 to 1990 he was the 
senior partner. During his time in the City, he has specialised in consultancy 
work, much of it involving funding and venture capital.
He was involved in one of the first joint ventures in what was then the 
People’s Republic of China in 1980. Gerry is also the Finance Director 
of Premier Gold Resources plc, an AIM listed company, and is on the 
Board of a number of private companies. (Member of Audit Committee)
5. George Morris
Chief Operations Officer
George has over 25 years’ experience in biological and medical 
research and financial services. In the past he has worked for Guy‘s 
Hospital Medical School Department of Medicine, King’s College and 
university College London. As a Research Scientist, he is an author 
of numerous books and articles on refereed papers, approximately 70 
abstracts, short reports and posters, and an inventor of multiple patents.
George was a founding member of the expert advisory panel, the 
“Biotechnology and Finance Forum”, set up jointly between the european 
Commission and the european Association of Securities Dealers. George is 
involved in a number of conferences and workshops with the eu research 
and agricultural directorates and is an “expert” to the Commission and has 
been invited into several policy discussion groups.
George has worked with a variety of commercial, governmental 
organisations and financial institutions in the US, Europe and Australia 
and many consultancy projects covering various biotechnology and 
financial activities. He is regularly asked to chair or participate in conferences 
in his areas of experience, including acting as a ‘Venture Academy’ mentor. 
He has undertaken numerous continuing professional development courses 
covering finance and general management as well as in specific areas 
related to science and technology and statistics.
6. Kevin Alexander
non-executive Director
Kevin is a qualified solicitor in England and an attorney in New York and 
he was a partner at major law firms in both London and the United States 
for over 25 years. Since leaving the law he has been involved in forming 
and managing various businesses, both private and public. Kevin is a 
Director of valiRx plc and joined the Board in September 2006. He has 
an MA in Law from Cambridge University.
4. Oliver de Giorgio-Miller
non-executive Director
Oliver has a wealth of experience in the management and commercial 
advancement of life science companies. He has worked for over 30 years 
with several global pharmaceutical and medical device companies including 
Schering AG, Hoffman la Roche, Intavent-Orthofix and Photo Therapeutics, 
a Cancer Research uK company, and he has extensive experience 
advising a number of other early stage biopharmaceutical and medical 
device companies.
Since 2002 Oliver has worked as a life sciences analyst in the City, working 
alongside corporate finance, investor relations and sales teams on a wide 
range of transactions including IPOs, secondary issues and M & As. He is 
a Director and investment manager of an offshore fund, Sarum Investment 
(SICAv) plc, which is exclusively focused on the oncology sector. Oliver 
joined the Board of ValiRx plc in May 2011. 10 ValiRx plc annual report and accounts 2011 Corporate Governance
The Directors present their report and financial statements for the year ended 31 December 2011.
Principal activities and review of the business
The principal activity of the Company continued to be that of an investment holding company. The principal activity of the Group is that of therapeutic 
and diagnostic research and development.
The Company has undertaken to develop a novel and groundbreaking class of therapeutics based on the unique and proprietary GeneICE platform 
and hypergenomics technology.
A detailed review of the business and the future prospects of the Group is included in the Chief Executive Officer’s Report.
Principal risks and uncertainties
In common with other small biotechnology companies, our business is subject to a number of risks, which include:
•	 the early stage of development of our business;
•	 the safety and effectiveness of our technologies. The Group’s products are all tested by third party testers and by regulatory authorities before 
being marketed to the general public;
•	 availability and terms of capital needed for the business. The Board continuously review the twelve month rolling cash flow forecast and the development 
budget every three months to ensure that the Group has sufficient working capital for the ongoing development of products and to fund the business 
generally. We also consider joint ventures with various partners to share the financial burden of product development;
•	 the uncertainty that clinical trials will succeed or lead to commercially viable products. The Group develops many products and some may 
not prove to be successful. The Directors, upon advice from the Company’s science advisory committee, ensure that regular reviews of product 
development are undertaken so that unsuccessful developments can be terminated early in their life cycle;
•	 competition from other companies and market acceptance of our products. The Group aims to be ahead of the competition by continual 
development of its products targeted at specific customer requirements; and
•	 intellectual property infringement claims by others and the ability to protect our intellectual property. Although the Group attempts to protect 
its intellectual property, there is a risk that patents will not be issued with respect to applications now pending. In addition, there is a risk that 
patents granted or licensed to the Group may not be sufficiently broad in their scope to provide protection against other third party technologies. 
The Group takes professional advice from experienced patent lawyers and works hard to win patents applied for and to ensure that the scope 
is sufficiently broad.
Key Performance Indicators
The business Key Performance Indicator (KPI) is to carry out the research programme in accordance with the plans approved by the Board 
of Directors. The financial KPI is to ensure that there is adequate funding in place to achieve the business KPI.
Results and dividends
The results for the year are set out on page 13.
The Directors do not recommend payment of an ordinary dividend.
Directors
The following Directors have held office since 1 January 2011:
N Thorniley
S Vainikka 
G Morris
G Desler
K Alexander
O de Giorgio-Miller (appointed 31 May 2011)
The market value of the Company’s shares at 31 December 2011 was 0.55p and the high and low share prices during the period were 1.82p 
and 0.23p respectively.
Significant shareholders
As at 18 April 2012, so far as the Directors are aware the parties who are directly or indirectly interested in 3% or more of the nominal value of the 
Company’s share capital is as follows:
Shareholders Number of shares % of total
Peter Crowson 41,975,776 3.3%
Directors 55,110,731 4.4%
Creditor payment policy
The Company’s current policy concerning the payment of trade payables is to:
•	 settle the terms of payment with suppliers when agreeing the terms of each transaction;
•	 ensure that suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and
•	 pay in accordance with the Company’s contractual and other legal obligations.
On average, trade payables at the year end represented 21 (2010: 146) days’ purchases.
DiReCtoRs’ RepoRt
for the year ended 31 December 2011 ValiRx plc annual report and accounts 2011 11 Corporate Governance
Auditors
In accordance with Section 489 of the Companies Act 2006, a resolution proposing that Adler Shine LLP be re-appointed as auditors of the Company 
will be put to the Annual General Meeting.
Statement of disclosure to auditors
So far as each person serving as a Director of the Company at the date this report is approved is aware:
(a) there is no relevant audit information of which the Company’s auditors are unaware; and
(b)  each Director hereby confirms that he has taken all the steps that he ought to have taken as Director in order to make himself aware of any 
relevant audit information and to establish that the Company’s auditors are aware of that information.
Statement of Directors’ responsibilities
The Directors are responsible for preparing the Directors’ Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. The Directors are also required to prepare financial 
statements for the Group in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. The Directors 
have chosen to prepare the financial statements for the Company in accordance with United Kingdom Generally Accepted Accounting Practice.
Group financial statements
International Accounting Standard 1 requires that financial statements present fairly for each financial year the Group’s financial position, financial 
performance and cash flows. This requires the faithful representation of the effects of transactions, other events and conditions in accordance with the 
definitions and recognition criteria for assets, liabilities, income and expenses set out in the International Accounting Standards Board’s “Framework 
for the preparation of financial statements”. In virtually all circumstances, a fair presentation will be achieved by compliance with all applicable IFRSs. 
A fair presentation also requires Directors to:
•	 select suitable accounting policies and then apply them consistently;
•	 present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information; and
•	 provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact 
of particular transactions, other events and conditions on the entity’s financial position and financial performance.
Parent company financial statements
Company law requires the Directors to prepare financial statements for each financial year. 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 Company and of the profit or loss 
of the Company for that period. In preparing these financial statements, the Directors are required to:
•	 select suitable accounting policies and then apply them consistently;
•	 make judgements and accounting estimates that are reasonable and prudent;
•	 state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the 
financial statements; and
•	 prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
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 to enable them to ensure that the financial statements comply with the 
Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention 
and detection of fraud and other irregularities.
Financial statements are published on the Group’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 Group’s website is the responsibility 
of the Directors. The Directors’ responsibility also extends to the ongoing integrity of the financial statements contained therein.
This report was approved by the Board of Directors and signed on its behalf by:
S Vainikka
Chief Executive Officer
26 April 2012 12 ValiRx plc annual report and accounts 2011 Financial statements
inDepenDent AuDitoRs’ RepoRt
to the members of ValiRx plc
We have audited the Group and Parent Company financial statements (the “financial statements”) of ValiRx plc for the year ended 31 December 2011 
which comprise the Group Statement of Comprehensive Income, the Group Statement of Financial Position and Parent Company Balance Sheet, the 
Group Cash Flow Statement, the Group Statement of Changes in Equity and the related notes.
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and International 
Financial Reporting Standards (IFRSs) as adopted by the European Union. The financial reporting framework that has been applied in the preparation 
of the Parent Company financial statements is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted 
Accounting Practice).
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 we are required to state to them in an Auditors’ Report and for 
no other purpose. T o 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 our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of Directors and auditors
As explained more fully in the Directors’ Responsibilities Statement set out on page 11, the Directors are responsible for the preparation of the financial 
statements and for being satisfied that they give a true and fair view. Our responsibility is to audit 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 
Practices Board’s (APB) Ethical Standards for Auditors.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial 
statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are 
appropriate to the Group’s and Parent Company’s circumstances and have been consistently applied and adequately disclosed; the reasonableness of 
significant accounting estimates made by the Directors; and the overall presentation of the financial statements. In addition, we read all the financial and 
non-financial information in the annual report to identify material inconsistencies with the audited financial statements. If we become aware of any apparent 
material misstatements or inconsistencies we consider the implications for our report.
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 December 2011 
and of the Group’s loss for the year then ended;
•	 the Group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union;
•	 the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted 
Accounting Practice; and
•	 the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Directors’ Report for the financial year for which the financial statements are prepared is consistent with 
the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us 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 are not in agreement with the accounting records and returns; or
•	 certain disclosures of Directors’ remuneration specified by law are not made; or
•	 we have not received all the information and explanations we require for our audit.
Christopher Taylor (Senior Statutory Auditor)
for and on behalf of Adler Shine LLP
Statutory Auditor
Aston House
Cornwall Avenue
London N3 1LF
26 April 2012 ValiRx plc annual report and accounts 2011 13 Financial statements
ConsoliDA teD st Atement oF CompRehensiVe inCome
for the year ended 31 December 2011
Notes
2011
£
2010
£
Revenue 2 455,226 177,297 
Cost of sales 3 (26,507) (56,518)
Gross profit 428,719 120,779 
Research and development (420,683) (120,281)
Administrative expenses 3 (1,092,492) (542,638)
Operating loss 4
Continuing operations (1,084,456) (462,345)
Discontinued activities — (79,795)
(1,084,456) (542,140)
Profit on disposal of subsidiary — 649,078 
(Loss)/profit on ordinary activities before interest (1,084,456) 106,938 
Finance income 5 20,726 1 
Finance costs 6 (1,308) (7,832)
(Loss)/profit on ordinary activities before taxation (1,065,038) 99,107 
Income tax expense 7 132,353 34,537 
(Loss)/profit for the year (932,685) 133,644 
Other comprehensive income
Change in fair value of available-for-sale assets 147,912 —
(Loss)/profit for the year and total comprehensive income (784,773) 133,644 
(Loss)/earnings per share – basic and diluted 8
From continuing operations (0.10)p 0.07p
From discontinued operations — (0.03)p
There are no recognised gains and losses other than those passing through the Statement of Comprehensive Income. 14 ValiRx plc annual report and accounts 2011 Financial statements
Notes
Share 
capital
£
Share 
premium
£
Merger 
reserve
£
Reverse
acquisition
£
Share
option
£
Retained
earnings
£
Total
£
Balance at 
1 January 2010 4,450,368 71,118 637,500 602,413 10,447 (4,864,499) 907,347 
Changes in equity 
for 2010
Profit for the year — — — — — 133,644 133,644 
Movement in the year — — — — 10,956 — 10,956 
Issue of shares 381,354 616,102 — — — — 997,456 
Share issue costs — (52,151) — — — — (52,151)
Balance at 
31 December 2010 18 4,831,722 635,069 637,500 602,413 21,403 (4,730,855) 1,997,252 
Changes in equity 
for 2011
Loss for the year — — — — — (932,685) (932,685)
Change in fair value of 
available-for-sale assets — — — — — 147,912 147,912
Movement in the year — — — — 30,737 — 30,737 
Issue of shares 17 568,262 2,815,957 — — — — 3,384,219 
Share issue costs — (203,487) — — — — (203,487)
Balance at 
31 December 2011 18 5,399,984 3,247,539 637,500 602,413 52,140 (5,515,628) 4,423,948
Merger reserve
The merger reserve of £637,500 exists as a result of the acquisition of ValiRx Bioinnovation Limited. The merger reserve represents the difference between 
the nominal value of the share capital issued by the Company and the fair value of ValiRx Bioinnovation Limited at 3 October 2006, the date of acquisition.
Reverse acquisition reserve
The reverse acquisition reserve exists as a result of the method of accounting for the acquisition of ValiRx Bioinnovation Limited and ValiPharma Limited.
st Atement oF ChAnGes in equity
for the year ended 31 December 2011 ValiRx plc annual report and accounts 2011 15 Financial statements
ConsoliDA teD st Atement oF FinAnCiAl position
as at 31 December 2011
Notes
2011 2010
£ £ £ £
ASSETS
Non-current assets
Intangible assets 9 1,748,484 1,574,319
Property, plant and equipment 10 9,167 4,165
Financial assets: available-for-sale investments 11 859,450 —
2,617,101 1,578,484
Current assets
Inventories 13 19,484 8,257
Trade and other receivables 14 294,908 806,158
Cash and cash equivalents 1,634,148 107,799
1,948,540 922,214
LIABILITIES
Current liabilities
Trade and other payables 15 (141,693) (503,446)
Net current assets 1,806,847 418,768 
Net assets 4,423,948 1,997,252 
SHAREHOLDERS’ EQUITY
Called up share capital 17 5,399,984 4,831,722 
Share premium 3,247,539 635,069 
Merger reserve 637,500 637,500 
Reverse acquisition reserve 602,413 602,413 
Share option reserve 52,140 21,403 
Profit and loss account (5,515,628) (4,730,855)
Total shareholders’ equity 4,423,948 1,997,252 
Approved by the Board and authorised for issue on 26 April 2012.
S Vainikka
Chief Executive Officer
26 April 2012
Company Registration No. 03916791 16 ValiRx plc annual report and accounts 2011 Financial statements
2011 2010
£ £ £ £
Net cash outflow from operating activities (1,460,375) (592,288)
Taxation — 104,142 
Returns on investments and servicing of finance
Interest received 20,726 1
Interest paid (1,308) (7,832) 
Net cash inflow/(outflow) from returns on investments 
and servicing of finance 19,418 (7,831)
Capital expenditure and financial investment
Payments to acquire intangible assets (193,511) (135,618)
Payments to acquire tangible assets (8,831) (5,181) 
Net cash outflow for capital expenditure and financial investment (202,342) (140,799)
Acquisitions and disposals
Sale of subsidiary — 71,999 
Payments to acquire subsidiary (13,546) —
Net cash acquired with subsidiary undertaking 2,462 — 
Net cash (outflow)/inflow for acquisitions and disposals (11,084) 71,999 
Financing
Issue of ordinary share capital 3,384,219 755,000
Cost of share issue (203,487) (52,151)
Capital element of hire purchase contracts — (1,615) 
Net cash generated from financing activities 3,180,732 701,234 
Net increase in cash and cash equivalents 1,526,349 136,457 
Cash and cash equivalents at beginning of period 107,799 (28,658)
Cash and cash equivalents at end of period 1,634,148 107,799 
1 Cash flows from operating activities
2011
£
2010
£
Operating loss (1,084,456) (542,140)
Depreciation of tangible assets 3,829 3,597 
Amortisation of intangible assets 30,096 27,596 
(Increase)/decrease in inventories (11,227) 7,402 
(Increase) in receivables (215,513) (134,124)
(Decrease) in payables within one year (361,753) (208,808)
Other non-cash movements 147,912 243,233 
Share option charge 30,737 10,956 
Cash outflows from operating activities (1,460,375) (592,288)
2 Cash and cash equivalents
1 January 
2011
£
On 
acquisition 
of subsidiary
£
Cash flow
£
31 December 
2011
£
Net cash:
Cash at bank and in hand 107,799 2,462 1,523,887 1,634,148 
107,799 2,462 1,523,887 1,634,148 
3 Major non-cash transactions
The Company received £711,538 worth of shares in VolitionRx Limited in settlement of receivables (note 11).
notes to the ConsoliDA teD st Atement oF CAsh Flows
for the year ended 31 December 2011
ConsoliDA teD st Atement oF CAsh Flows
for the year ended 31 December 2011 ValiRx plc annual report and accounts 2011 17 Financial statements
1 Accounting policies
The principal accounting policies adopted in the preparation of these consolidated financial statements are set out below.
1.1 Basis of preparation
ValiRx plc is a company incorporated in the United Kingdom under the Companies Act 1985, which is listed on the AIM market of the London Stock 
Exchange Plc. The address of its registered office is 24 Greville Street, London EC1N 8SS.
The registered number of the Company is 03916791.
The Group financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union 
(IFRSs), International Financial Reporting Interpretations Committee (IFRIC) interpretations and the Companies Act 2006 applicable to companies reporting 
under IFRS.
The Group financial statements have been prepared under the historical cost convention or fair value where appropriate.
1.2 Basis of consolidation
The Group financial statements consolidate the financial statements of the Company and all its subsidiaries (‘the Group’). Subsidiaries include all 
entities over which the Group has the power to govern financial and operating policies. 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 consolidated from 
the date on which control commences until the date that control ceases. Intra-group balances and any unrealised gains and losses on income 
or expenses arising from intra-group transactions are eliminated in preparing the consolidated financial statements.
On 3 October 2006, ValiRx Bioinnovation Limited (Bioinnovation) acquired 60.28% of the issued share capital of ValiPharma Limited (ValiPharma) 
in exchange for shares in Bioinnovation. Concurrently, the Company (ValiRx) acquired the entire issued share capital of Bioinnovation in a share for share 
transaction. As a result of these transactions, the former shareholders of ValiPharma became the majority shareholders in ValiRx. Accordingly, the 
substance of the transaction was that ValiPharma acquired ValiRx in a reverse acquisition. Under IFRS 3 “Business Combinations”, the acquisition 
of ValiPharma has been accounted for as a reverse acquisition.
In May 2008 the Company acquired the remaining 39.72% of the issued share capital of ValiPharma, which is now wholly-owned by the Group. 
This acquisition was accounted for using the acquisition method of accounting.
In August 2011, the Company acquired for a nominal amount the outstanding equity of a Finnish non-trading company – ValiRx Finland OY (ValiFinn), 
that it had jointly established with local partners in 2008. As a result of the acquisition, ValiFinn has become a wholly-owned subsidiary of the Company.
Intra-group transactions, profits and balances are eliminated in full on consolidation.
1.3 sources of estimation uncertainty
The preparation of the financial statements in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets 
and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Although these 
estimates are based on management’s best knowledge of the amounts, events or actions, actual results ultimately may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in 
which the estimate is revised.
The material areas in which estimates and judgements are applied as follows:
Goodwill impairment
Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. 
The value in use calculation requires the Directors to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount 
rate in order to calculate the present value.
Share-based payments
The estimates of share-based payments costs requires that management selects an appropriate valuation model and make decisions on various inputs 
into the model including the volatility of its own share price, the probable life of the options before exercise and behavioural consideration of employees.
Deferred tax assets
Deferred taxation is provided for using the liability method. Deferred tax assets are recognised in respect of tax losses where the Directors believe that 
it is probable that the future profits will be relieved by the benefit of tax losses brought forward. The Board considers the likely utilisation of such losses 
by reviewing budgets and medium term plans for each taxable entity within the Group. If the actual profits earned by the Group’s taxable entities differ 
from the budgets and forecasts used then the value of such deferred tax assets may differ from that shown in these financial statements.
1.4 Goodwill
Goodwill on acquisition of subsidiaries represents the excess of the cost of acquisition over the fair value of the Group’s share of the net identifiable 
net assets and contingent liabilities acquired. Identifiable assets are those which can be sold separately or which arise from legal rights regardless 
of whether those rights are separable. Goodwill on acquisition of subsidiaries is included in intangible assets. Goodwill is not amortised but tested 
annually for impairment or when trigger events occur and is carried at cost less accumulated impairment losses.
1.5 other intangible assets
Acquired licences, trademarks and patents are capitalised at cost and are amortised on a straight line basis over their useful life. Patents are amortised 
over 16 years and licences over 20 years.
Acquired brands are written off in equal annual instalments over there useful economic life, which the Directors estimate to be 15 years.
1.6 Research and development
Research expenditure is recognised as an expense and is charged to the income statement in the year in which it is incurred.
Development expenditure is recognised as an expense in the same way unless it meets the recognition criteria of IAS 38 ‘Intangible Assets’. Regulatory 
and other uncertainties generally mean that such criteria are not met. Where, however, the recognition criteria are met, intangible assets are capitalised 
and amortised over their useful economic lives from product launch.
notes to the ConsoliDA teD FinAnCiAl st Atements
for the year ended 31 December 2011 18 ValiRx plc annual report and accounts 2011 Financial statements
1 Accounting policies (continued)
1.7 property, plant and equipment
Property, plant and equipment are stated at cost less depreciation.
Depreciation is provided at the following rates per annum to write off the cost of property, plant and equipment, less estimated residual value, on a straight 
line basis from the date on which they are brought into use:
Plant and machinery  33% per annum straight line
Computer equipment 33% per annum straight line
1.8 impairment of assets
The carrying value of property, plant and equipment and intangibles is reviewed for impairment when events or changes in circumstances indicate the 
carrying value may be impaired. An impairment loss is recognised in the income statement for the amount by which the asset’s carrying amount exceeds 
its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use.
1.9 leasing and hire purchase commitments
Leases are classified as financial leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets acquired under finance leases are recognised as assets of the Group at the fair value or, if lower, at the present value of the minimum lease 
payments, each determined at the start of the lease. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation. 
Lease payments are apportioned between finance charges and the reduction of lease obligations so as to achieve a constant rate of interest on the 
remaining balance of the liability. Finance charges are charged directly against income.
1.10 investments
For available-for-sale investments, gains and losses arising from changes in fair value are recognised directly in equity, until the security is disposed 
of or is determined to be impaired, at which the cumulative gain or loss previously recognised in equity is included in the Statement of Comprehensive Income.
The fair value of quoted investments are based on published market prices.
1.11 inventories
Inventories are valued at the lower of cost and net realisable value.
1.12 t rade and other receivables
Trade and other receivables are recognised and carried at the lower of their original amount less an allowance for any doubtful amounts. An allowance 
is made when collection of the full amount is no longer considered possible.
1.13 Cash and cash equivalents
Cash and cash equivalents include cash at bank and in hand and short-term deposits with an original maturity of three months or less. The Company 
considers overdrafts (repayable on demand) to be an integral part of its cash management activities and these are included in cash and cash equivalents 
for the purposes of the cash flow statement.
1.14 t axation
The taxation charge represents the sum of current tax and deferred tax.
The tax currently payable is based on the taxable profit for the period using the tax rates that have been enacted or substantially enacted by the balance 
sheet date. T axable profit differs from the net profit as reported in the income statement because it excludes items of income or expense that are taxable 
or deductible in other years and it further excludes items that are never taxable or deductible.
Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying 
amounts in the Group financial statements. Deferred tax is determined using tax rates that have been enacted or substantially enacted at the balance 
sheet date and are expected to apply when the related deferred income tax asset is realised of the deferred tax liability is settled.
Deferred tax assets are only recognised to the extent that it is probable that future taxable profit will be available against which the asset can be utilised.
Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited to equity, in which case the deferred 
tax is also dealt with in equity.
1.15 Foreign currency translation
Transactions in currencies other than Sterling, the presentational and functional currency of the Company, are recorded at the rates of exchange prevailing 
on the dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated 
at the rates prevailing on the balance sheet date. Non-monetary assets and liabilities carried at fair value that are denominated in foreign currencies 
are translated at the rates prevailing at the date when the fair value was determined. Gains and losses arising on retranslation are included in the income 
statement for the period, except for exchange differences on non-monetary assets and liabilities, which are recognised directly in equity, where the 
changes in fair value are recognised directly in equity.
On consolidation, the assets and liabilities of the Group’s overseas entities (none of which has the currency of a hyper-inflationary economy) are 
translated at exchange rates prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the 
period. Exchange differences arising, if any, are classified as equity and transferred to the Group’s translation reserve. Such translation differences 
are recognised as income or as expenses in the period in which the operation is disposed of.
1.16 Revenue recognition
Revenue represents sales and services to third party customers in the health sector, together with income from grants, stated net of any applicable 
value added tax. Revenue is recognised when the goods and services have been provided.
1.17 share-based payments
IFRS 2 “Share-based Payments” requires that an expense for equity instruments granted is recognised in the financial statements based on their 
fair values at the date of the grant. This expense, which is in relation to employee share options, is recognised over the vesting period of the scheme. 
The fair value of employee services is determined by reference to the fair value of the awarded grant calculated using the Black-Scholes model.
notes to the ConsoliDA teD FinAnCiAl st Atements CONTINUED
for the year ended 31 December 2011 ValiRx plc annual report and accounts 2011 19 Financial statements
1 Accounting policies (continued)
1.17 share-based payments (continued)
At the year-end date, the Group revises its estimate of the number of share incentives that are expected to vest. The impact of the revisions of original 
estimates, if any, is recognised in the Statement of Comprehensive Income, with a corresponding adjustment to equity, over the remaining vesting period.
1.18 new standards and interpretations
As at the date of approval of these financial statements, the following standards were in issue but not yet effective. These standards have not been 
adopted early by the Company as they are not expected to have a material impact on the financial statements other than requiring additional disclosure 
or alternative presentation.
IFRS 1 First time adoption of IFRS (amendment)
IFRS 7 Disclosures – transfers of financial assets (amendment)
IFRS 9 Financial instruments
IFRS 10 Consolidated financial statements
IFRS 11 Joint arrangements
IFRS 12 Disclosures of interests in other entities
IFRS 13 Fair value measurements
IAS 1 Presentation of items of other comprehensive income (amendment)
IAS 12 Deferred tax – recovery of underlying assets (amendment)
IAS 19 Employee benefits (revised)
IAS 27 Separate financial statements (revised)
IAS 28 Investments in associates and joint ventures (revised)
IAS 32 Financial instruments: Presentation (amendment)
The International Financial Reporting Interpretations Committee have also issued interpretations which the Company does not consider will have 
a significant impact on the financial statements.
2 Turnover and (loss)/profit on ordinary activities before taxation
The Directors are of the opinion that under IAS 14 ‘Segmental information’ the Group operates in two primary business segments, being drug 
development and the sale of self-test drug kits. The secondary segment is geographic. The Group’s geographical segments are determined 
by location of operations. The Group’s revenues and net assets by both primary and secondary business segments are shown below:
Class of business
2011
£
2010
£
Revenue
Drug development 404,215 134,338 
Self-test diagnostic kits 51,011 42,959 
455,226 177,297 
(Loss)/profit before taxation
Drug development (917,657) 218,432 
Self-test diagnostic kits (147,381) (119,325)
(1,065,038) 99,107 
Net assets
Drug development 4,752,799 2,178,722 
Self-test diagnostic kits (328,851) (181,470)
4,423,948 1,997,252 
Geographical market
2011
£
2010
£
Revenue
UK 455,226 177,297 
455,226 177,297 
(Loss)/profit before taxation
UK (1,063,400) 186,030 
Europe (1,638) (86,923)
(1,065,038) 99,107 
Net assets
UK 4,421,810 1,997,252 
Europe 2,138 — 
4,423,948 1,997,252  20 ValiRx plc annual report and accounts 2011 Financial statements
3 Cost of sales and net operating expenses
2011 2010
Continuing
£
Discontinued
£
Total 
£
Continuing
£
Discontinued
£
Total 
£
Cost of sales 26,507 — 26,507 56,518 — 56,518 
Research and development costs 420,683 — 420,683 120,281 — 120,281 
Administrative expenses 1,092,492 — 1,092,492 462,843 79,795 542,638 
1,539,682 — 1,539,682 639,642 79,795 719,437 
4 Operating loss
2011
£
2010
£
Operating loss is stated after charging:
Amortisation of intangible assets 30,096 27,596
Depreciation of tangible assets 3,829 3,597
Loss/(profit) on foreign exchange transactions 12,007 (54,476)
Auditors’ remuneration
Fees payable to Company auditors for the audit of the Company and consolidated accounts 10,500 10,000
– The audit of Company’s subsidiaries pursuant to legislation 9,500 9,000
– Auditors’ fees for review of interim accounts — 1,270
5 Finance income
2011
£
2010
£
Bank interest 20,726 1
6 Finance costs
2011
£
2010
£
On bank loans and overdrafts — 7,832
On overdue tax 1,308 —
1,308 7,832
7 Taxation
2011
£
2010
£
Domestic current year tax
Tax credits on research and development – current year (116,303) (34,537)
Tax credits on research and development – prior years (16,050) —
Current tax charge (132,353) (34,537)
Factors affecting the tax charge for the year
(Loss)/profit on ordinary activities before taxation (1,065,038) 99,107 
(Loss)/profit on ordinary activities before taxation multiplied  
by effective rate of UK corporation tax of 26.5% (2010: 28.00%) (282,235) 27,750 
Effects of:
Non-deductible expenses 3,881 24,258 
Capital allowances for the year in deficit/(excess) of depreciation and amortisation (289) 1,419 
Tax losses not utilised 138,801 100,996 
Profit on disposal of shares in subsidiary — (174,273)
Research and development expenditure 7,204 (14,061)
Other tax adjustments 285 (626)
149,882 (62,287)
Current tax charge (132,353) (34,537)
No corporation tax arises on the results for the year ended 31 December 2011 due to the losses incurred for tax purposes.
The deferred tax asset, arising from tax losses of £4,102,704 (2010: £3,604,933) carried forward, has not been recognised but would become 
recoverable against future trading profits.
notes to the ConsoliDA teD FinAnCiAl st Atements CONTINUED
for the year ended 31 December 2011 ValiRx plc annual report and accounts 2011 21 Financial statements
8 (Loss)/earnings per ordinary share
The earnings and number of shares used in the calculation of (loss)/earnings per ordinary share are set out below:
2011 2010
Basic:
(Loss)/profit for the financial period – continuing operations (932,685) 220,567
Loss for the financial period – discontinued operations — (86,923)
Weighted average number of shares 945,478,035 306,190,464
(Loss)/earnings per share – continuing operations (0.10)p 0.07p
Loss per share – discontinued operations — (0.03)p
There was no dilutive effect from the share options outstanding during the year (note 16).
Following the issue of 200,000,000 ordinary shares of 0.1p each in April 2012, The number of allotted ordinary shares of 0.1p each in issue was 1,259,562,609.
9 Intangible fixed assets
Patents
£
Goodwill
£
Brands 
and 
licences
£
Total
£
Cost
At 1 January 2010 334,310 1,166,842 15,000 1,516,152 
Additions 35,618 — 100,000 135,618 
At 31 December 2010 369,928 1,166,842 115,000 1,651,770 
Additions 193,511 10,750 — 204,261 
At 31 December 2011 563,439 1,177,592 115,000 1,856,031 
Amortisation
At 1 January 2010 49,438 — 417 49,855 
Charge for the year 21,600 — 5,996 27,596 
At 31 December 2010 71,038 — 6,413 77,451 
Charge for the year 24,100 — 5,996 30,096 
At 31 December 2011 95,138 — 12,409 107,547 
Net book value
At 31 December 2011 468,301 1,175,183 105,000 1,748,484 
At 31 December 2010 298,890 1,166,842 108,587 1,574,319 
The goodwill arising on the acquisition of ValiRx Bioinnovation Limited, ValiPharma Limited and ValiRx Finland OY is not being amortised but reviewed 
on an annual basis for impairment or more frequently if there are indications that goodwill might be impaired. The impairment review comprises a comparison 
of the carrying amount of the goodwill with its recoverable amount (the higher of fair value less costs to sell and value in use).
10 Property, plant and equipment
Plant and
machinery
£
Cost
At 1 January 2010 22,340 
Exchange differences (1,006)
Additions 5,181 
Disposals (11,755)
At 31 December 2010 14,760 
Additions 8,831 
At 31 December 2011 23,591 
Depreciation
At 1 January 2010 14,301 
Exchange difference (229)
On disposals (7,074)
Charge for the period 3,597 
At 31 December 2010 10,595 
Charge for the year 3,829 
At 31 December 2011 14,424 
Net book value
At 31 December 2011 9,167 
At 31 December 2010 4,165  22 ValiRx plc annual report and accounts 2011 Financial statements
11 Financial assets – available-for-sale investments
Listed
investments
£
Unlisted
investments
£
Total
£
Cost and valuation
At 1 January 2011 — 1,333,770 1,333,770 
Additions 711,538 — 711,538 
Revaluation 147,912 — 147,912 
At 31 December 2011 859,450 1,333,770 2,193,220 
Provisions for diminution in value
At 1 January 2011 & at 31 December 2011 — 1,333,770 1,333,770 
Net book value
At 31 December 2011 859,450 — 859,450 
At 31 December 2010 — — —
The Group owns 8.517% (2010: 8.517%) (on a fully diluted basis) of the issued share capital of Morphogenesis Inc., a company incorporated in the US. 
Morphogenesis Inc. is a private company in which ValiRx plc holds a minority interest. 
On 6 December 2011, the Company acquired 510,811 ordinary shares in VolitionRx Limited (Volition), a company incorporated in the US. Volition is quoted 
on the OTC Bulletin Board in the US.
The Volition shares were issued as the final requirement of the Share Purchase Agreement dated 22 September 2010 (as amended on 9 June 2011) between 
ValiRx and Singapore Volition Pte Limited, a subsidiary of Volition. A total allotment of 525,000 shares was issued in relation to the settlement of a US$1.11m 
liability owed to the Company. As part of the settlement, 14,189 of the total allotment of shares in Volition were issued to Chroma Therapeutics Limited 
in settlement of their remaining payment under the terms of the sale of ValiBIO and IPR Licences to Volition.
As at 31 December 2011, the market value of the shares of VolitionRx Limited was trading at US$2.60 per share, giving a market value of ValiRx’s 
shareholding of US$1.33m (£859,450).
12 Acquisitions
On 18 August 2011, ValiRx acquired the whole of the issued share capital of ValiRx Finland OY (ValiFinn) for a consideration of £13,546.
The following table summarises the assets acquired and the liabilities assumed, which were considered to equal their fair value:
£
Receivables 334
Cash and cash equivalents 2,462
Net assets acquired 2,796
Goodwill 10,750
Consideration satisfied by shares 13,546
The loss included in the Consolidated Statement of Comprehensive Income since 22 August 2011 contributed by ValiFinn was £541.
Had ValiFinn been consolidated from 1 January 2011, the Consolidated Statement of Comprehensive Income would show a loss of £1,506.
13 Inventories
2011
£
2010
£
Finished goods and goods for resale 19,484 8,257
14 Trade and other receivables
2011
£
2010
£
Trade receivables 5,430 11,214
Tax recoverable 132,353 —
Called up share capital not paid 40 40
Other receivables 134,360 745,969
Prepayments and accrued income 22,725 48,935
294,908 806,158
In the Directors opinion the carrying amount of receivables is considered a reasonable approximation of fair value.
notes to the ConsoliDA teD FinAnCiAl st Atements CONTINUED
for the year ended 31 December 2011 ValiRx plc annual report and accounts 2011 23 Financial statements
15 Trade and other payables
2011
£
2010
£
Trade payables 58,006 213,788 
Taxes and social security costs 21,943 49,753 
Directors’ current accounts — 46,316 
Other payables 14,120 121,235 
Accruals and deferred income 47,624 72,354 
141,693 503,446 
In the Directors’ opinion the carrying amount of payables is considered a reasonable approximation of fair value.
16 Share-based payments
At 31 December 2011 outstanding awards to subscribe for ordinary shares of 0.1p each in the Company, granted in accordance with the rules of the 
ValiRx share option schemes, were as follows:
2010
Weighted 
average 
remaining 
contractual 
life
(years)
Weighted 
average 
exercise 
price 
(pence)
Brought forward 5,262,000 — 1.9
Granted — — 0.0
Lapsed (1,882,000) — 1.4
Carried forward 3,380,000 8.5 2.2
2011
Weighted 
average 
remaining 
contractual 
life
(years)
Weighted 
average 
exercise 
price 
(pence)
Brought forward 3,380,000 — 2.2
Granted 42,500,000 — 0.8
Lapsed (3,000,000) — 0.8
Carried forward 42,880,000 9.4 0.9
The fair value of remaining share options has been calculated using the Black-Scholes model. The assumptions used in the calculation of the fair 
value of the share options outstanding during the year are as follows:
Share options Share options Share options
Grant date 23 November 2007 17 September 2009 8 July 2011
Exercise period November 2007 – November 2017 September 2009 – September 2019 July 2011– July 2021
Share price at date of grant 10.5p 2.1p 0.64p
Exercise price 10.5p 1p 0.75p
Shares under option 512,000 4,750,000 42,500,000 
Expected volatility 35% 40% 52%
Expected life (years) 3.5 4 3 
Risk-free rate 4.36% 2.50% 1.24%
Expected dividend yield 0.00% 0.00% 0.00%
Fair value per option 1.55p 0.72p 0.10p
17 Share capital
2011
Number
2010
Number
2011
£
2010
£
Allotted, called up and fully paid
Ordinary shares of 0.1p each 1,059,562,609 491,299,344 1,059,561 491,299 
Deferred shares of 5p each 58,378,365 58,378,365 2,918,918 2,918,918 
Deferred shares of 0.9p each 157,945,030 157,945,030 1,421,505 1,421,505 
5,399,984 4,831,722 
On 10 January 2011, the Company issued 3,763,265 ordinary shares of 0.1p each at 0.245p per share to satisfy creditors amounting to £9,220, 
in lieu of fees.
On 8 March 2011, the Company raised £3,297,000, before expenses, by way of a placing of 549,500,000 new ordinary shares of 0.1p each at a price 
of 0.6p per share, to provide the Company and the Group with working capital. 24 ValiRx plc annual report and accounts 2011 Financial statements
notes to the ConsoliDA teD FinAnCiAl st Atements CONTINUED
for the year ended 31 December 2011
17 Share capital (continued)
On 23 December 2011, the Company allotted 15,000,000 new ordinary shares of 0.1p each at 0.52p per share as part of the consideration to acquire 
from Pharmatest Services Oy of Finland its Biomarkers patent applications and related intellectual property. This asset is owned by ValiRx Finland OY , 
the Company’s wholly-owned subsidiary undertaking.
The deferred shares have no rights to vote, attend or speak at general meetings of the Company or to receive any dividend or other distribution 
and have limited rights to participate in any return of capital on a winding-up or liquidation of the Company.
18 Reconciliation of movement in shareholders’ funds
2011
£
2010
£
Opening shareholders’ equity 1,997,252 907,347
(Loss)/profit and total comprehensive income for the financial year (784,773) 133,644
Issue of ordinary share capital 568,262 381,354
Share premium, after expenses 2,612,470 563,951
Share option reserve 30,737 10,956
Closing shareholders’ equity 4,423,948 1,997,252
19 Directors’ emoluments
Key management personnel are those persons having authority and responsibility for planning, directing and controlling activities of the Group and are 
all Directors of the Company.
2011
£
2010
£
Salaries and other short-term employee benefits 320,538 68,446
Salaries and fees
2011
£
2010
£
S Vainikka 111,173 8,250
G Morris 41,716 6,875
N Thorniley 25,792 13,833
K Alexander 14,820 (387)
G Desler 38,333 27,500
O de Giorgio-Miller (appointed 31 May 2011) 40,000 —
J Micallef (resigned 30 September 2010) — 6,875
N Hardman (resigned 2 December 2010) — 5,500
320,538 68,446
The number of Directors for whom retirement benefits are accruing under money purchase pension schemes amounted to 0 (2010: 0).
The Directors’ interests in share options as at 31 December 2011 are as follows:
Director
Options at
31 December
 2011
Exercise
price
Date
of grant
First date 
of exercise
Final date 
of exercise
S Vainikka 1,000,000 1p 17.09.09 17.09.13 17.09.19
S Vainikka 10,000,000 0.75p 08.07.11 08.07.11 08.07.21
G Morris 750,000 1p 17.09.09 17.09.13 17.09.19
G Morris 6,000,000 0.75p 08.07.11 08.07.11 08.07.21
N Thorniley 400,000 1p 17.09.09 17.09.13 17.09.19
N Thorniley 6,000,000 0.75p 08.07.11 08.07.11 08.07.21
K Alexander 400,000 1p 17.09.09 17.09.13 17.09.19 
K Alexander 6,000,000 0.75p 08.07.11 08.07.11 08.07.21
G Desler 130,000 10.5p 23.11.07 23.05.09 23.11.17
G Desler 400,000 1p 17.09.09 17.09.13 17.09.19
G Desler 6,000,000 0.75p 08.07.11 08.07.11 08.07.21
O de Giorgio-Miller 3,000,000 0.75p 08.07.11 08.07.11 08.07.21 ValiRx plc annual report and accounts 2011 25 Financial statements
20 Employees
number of employees
The average monthly number of employees (including Directors) during the year was:
2011
Number
2010
Number
Administration 9 8
Employment costs
2011
£
2010
£
Wages and salaries 439,751 152,042
Social security costs 16,650 11,121
Costs of share option scheme 30,737 10,956
487,138 174,119
21 Related party transactions
During the year the Director, G Desler, provided the Company with bookkeeping and fund raising services totalling £5,250 (2010: £9,000) and £nil 
(2010: £5,000) respectively.
During the year the Director, K Alexander, provided the Company with fund raising, legal and Company search services totalling £20,100 (2010: £nil), 
£12,435 (2010: £9,600) and £1,443 (2010: £nil).
During the year the wife of one of the Directors provided the Company with translation services totalling £nil (2010: £5,000).
As at 31 December 2011, the Company was owed £nil (2010: £136,709) by Belgian Volition SA (formerly ValiBIO SA). Belgian Volition SA is a 
subsidiary of Singapore Volition Pte. Limited. 
At 31 December 2011, the Company was owed £100,561 (2010: £581,760) by Singapore Volition Pte. Limited as part of the sale proceeds of ValiBIO SA. 
This amount is included in other receivables in note 14. On 10 June 2011, the Company sold certain diagnostic technology for use with endometriosis 
at a value of US$510,000 and monies due from ValiBIO SA of £100,561 were transferred to Singapore Volition Pte. Limited. S Vainikka is a Director of 
VolitionRX Limited.
At the year end, the amounts owed to Directors were as follows:
2011
£
2011
£
G Morris — 9,876
S Vainikka — 11,035
K Alexander — 2,600
N Thorniley — 4,688
G Desler — 18,117
22 Post-balance sheet events
In April 2012, the Company raised £900,000, before expenses, by placing 200,000,000 new ordinary shares of 0.1p each at a price of 0.45p per share.
23 Financial instruments
The Group’s principal financial assets are available-for-sale investments, cash at bank and trade and other receivables.
Cash and cash equivalents comprise cash held by the Group and short-term bank deposits. The carrying amount of these assets approximates their 
fair value. Cash at bank and in hand, including short-term bank deposits, at 31 December 2011 amounted to £1,634,148 (2010: £107,799).
The Directors consider that the carrying amount of available-for-sale investments and trade and other receivables approximate their fair value.
Financial risk management
The Group’s activities expose it to a variety of risks including market risk (foreign currency risk and interest rate risk), credit risk and liquidity risk. The Group 
manages these risks through an effective risk management programme and through this programme the Board seeks to minimise potential adverse 
effects on the Group’s financial performance.
The Board provides written objectives, policies and procedures with regards to managing currency and interest risk exposures, liquidity and credit risk 
including guidance on the use of certain derivative and non-derivative financial instruments. 26 ValiRx plc annual report and accounts 2011 Financial statements
notes to the ConsoliDA teD FinAnCiAl st Atements CONTINUED
for the year ended 31 December 2011
23 Financial instruments (continued)
Credit risk
The Group’s credit risk is primarily attributable to its receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. 
The credit risk on liquid funds is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies.
interest rate and liquidity risk
The Group is principally funded by equity and invests in short-term deposits, having access to these funds at short notice. The Group’s policy throughout 
the period has been to minimise interest rate risk by placing funds in risk-free cash deposits but also to maximise the return on funds placed on deposit.
All cash deposits attract a floating rate of interest. The benchmark rate for determining interest receivable and floating rate assets is linked to the 
UK base rate.
Foreign currency risk
The Group has an entity which operates in Europe and is therefore exposed to foreign exchange risk arising from currency exposure to the Euro. 
The Group is exposed to foreign currency risk arising from recognised assets and liabilities. Although the countries that the Group trades with have 
relatively stable economies, management has set up a policy which requires Group companies to manage their foreign exchange risk against their 
functional currency, and where necessary, by entering into forward exchange contracts with highly reputable counterparties.
Fair value
There were no material differences between the book value of financial instruments and their fair value at 31 December 2011 or 31 December 2010. ValiRx plc annual report and accounts 2011 27 Financial statements
Notes
2011 2010
£ £ £ £
Fixed assets
Intangible assets 2 90,000 95,000
Tangible assets 3 8,217 2,126
Investments 4 3,361,710 2,636,626
3,459,927 2,733,752
Current assets
Debtors 5 1,432,087 1,485,870
Cash at bank and in hand 1,625,307 103,776 
3,057,394 1,589,646
Creditors: amounts falling due within one year 6 (425,713) (694,819) 
Net current assets 2,631,681 894,827
Total assets less current liabilities 6,091,608 3,628,579
Capital and reserves
Called up share capital 8 5,399,984 4,831,722
Share premium account 9 3,247,539 635,069
Merger reserves 9 637,500 637,500
Share option reserve 9 52,140 21,403
Profit and loss account 9 (3,245,555) (2,497,115)
Shareholders’ funds 10 6,091,608 3,628,579
Approved by the Board and authorised for issue on 26 April 2012
S Vainikka
Director
26 April 2012
Company Registration No. 03916791
BAlAnCe sheet
as at 31 December 2011 28 ValiRx plc annual report and accounts 2011 Financial statements
notes to the FinAnCiAl st Atements
for the year ended 31 December 2011
1 Accounting policies
1.1 Accounting convention
The balance sheet and the associated notes have been prepared under the historical cost convention in accordance with the provisions of the 
Companies Act 2006 and applicable United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
Under Financial Reporting Standard 1 the Company is exempt from the requirement to prepare a cash flow statement on the grounds that a parent 
undertaking includes the Company in its own published consolidated financial statements.
The Company is also exempt from FRS 22 ‘Earnings Per Share’ as this information is produced in the consolidated accounts.
1.2 Compliance with accounting standards
The financial statements are prepared in accordance with applicable United Kingdom Accounting Standards (United Kingdom Generally Accepted 
Accounting Practice), which have been applied consistently (except as otherwise stated).
1.3 t urnover
Revenue represents sales and services to third party customers in the health sector, together with income from grants, stated net of any applicable 
value added tax.
1.4 Research and development
Research expenditure is written off to the profit and loss account in the year in which it is incurred. Development expenditure is written off in the same 
way unless the Directors are satisfied as to the technical, commercial and financial viability of individual projects. In this situation, the expenditure is deferred 
and amortised over the period during which the Company is expected to benefit.
1.5 Tangible fixed assets and depreciation
Tangible fixed assets are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost less estimated residual value 
of each asset over its expected useful life as follows:
Computer equipment 33% per annum straight line
1.6 investments
Fixed asset investments are stated at cost less provision for diminution in value.
1.7 Deferred taxation
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events 
that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences 
are differences between the taxable profits and the results as stated in the financial statements that arise from the inclusion of gains and losses in tax 
assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax is measured on a non-discounted basis. A deferred tax asset is regarded as recoverable and therefore recognised only when, on the basis 
of all available evidence, it can be regarded as more likely than not that there will be taxable profits from which the future reversal of the underlying timing 
differences can be deducted.
1.8 Foreign currency translation
Monetary assets and liabilities denominated in foreign currencies are translated into Sterling at the rates of exchange ruling at the balance sheet date. 
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All differences are taken to profit and loss account.
1.9 Government grants
Grants are credited to deferred revenue. Grants towards capital expenditure are released to the profit and loss account over the expected useful life 
of the assets. Grants towards revenue expenditure are released to the profit and loss account as the related expenditure is incurred.
1.10 Profit and loss account
The Directors have taken advantage of the exemption available under Section 408 of the Companies Act 2006 and have not presented a profit and 
loss account for the Company alone. A loss of £748,440 is attributable to shareholders for the financial year ended 31 December 2011 (2010: £593,774).
1.11 Financial instruments
Full details of the Company’s policy in relation to financial instruments and management of financial risk are set out in note 23 to the Group financial statements. 
The Company does not hold any derivatives and there is no material difference in the fair value and carrying value of any financial instruments held by 
the Company.
1.12 share-based payments
FRS 20 “Share-based payments” requires that the fair value of options awarded to employees is charged to the profit and loss account over the period 
during which the employees become unconditionally entitled to the options. ValiRx plc annual report and accounts 2011 29 Financial statements
2 Intangible fixed assets
Development
costs
£
Cost
At 1 January 2011 & at 31 December 2011 100,000
Amortisation
At 1 January 2011 5,000
Charge for the year 5,000
At 31 December 2011 10,000
Net book value
At 31 December 2011 90,000
At 31 December 2010 95,000
3 Tangible fixed assets
Computer
equipment
£
Cost
At 1 January 2011 9,606
Additions 8,831
At 31 December 2011 18,437
Depreciation
At 1 January 2011 7,480
Charge for the year 2,740
At 31 December 2011 10,220
Net book value
At 31 December 2011 8,217
At 31 December 2010 2,126
4 Fixed asset investments
Shares in
subsidiary
undertakings
£
Listed
investments
£
Total
£
Cost
At 1 January 2011 2,636,626 — 2,636,626
Additions 13,546 711,538 725,084
At 31 December 2011 2,650,172 711,538 3,361,710
Net book value
At 31 December 2011 2,653,952 711,538 3,361,710
At 31 December 2010 2,636,626 — 2,636,626
The subsidiary undertakings of the Company are as follows:
Company Country
% of 
shares held Activity
ValiRx Bioinnovation Limited England and Wales 100.00 Holding company
ValiPharma Limited England and Wales 100.00* Therapeutic research and development
ValiMedix Limited England and Wales 100.00 Medical diagnostics company
ValiRx Finland OY Finland 100.00 Therapeutic research and development
* 60.28% is owned by ValiRx Bioinnovation Limited and 39.72% by the Company. 30 ValiRx plc annual report and accounts 2011 Financial statements
notes to the FinAnCiAl st Atements CONTINUED
for the year ended 31 December 2011
4 Fixed asset investments (continued)
The Company acquired 510,811 restricted shares of common stock in VolitionRx Limited (Volition), a company incorporated in the US. Volition is quoted 
on the OTC Bulletin Board in the US.
The shares were acquired on 6 December 2011 as part of the final requirement of the Share Purchase Agreement dated 22 September 2010 
(as amended on 9 June 2011) between ValiRx and Singapore Volition Pte Limited, a subsidiary of Volition. A total allotment of 525,000 shares 
was issued in relation to the settlement of a US$1.11m liability payable to the Company. As part of the settlement, 14,189 shares were issued 
to Chroma Therapeutics Limited in settlement of their remaining payment under the terms of the sale of ValiBIO and IPR Licences to Volition.
The market value of listed investments as at 31 December 2011 is £859,450.
5 Debtors
2011
£
2010
£
Trade debtors — 8,387
Amounts owed by subsidiary undertakings 1,148,369 683,765 
Tax recoverable 132,353 —
Other debtors 128,640 744,783
Prepayments and accrued income 22,725 48,935
1,432,087 1,485,870
6 Creditors: amounts falling due within one year
2011
£
2010
£
Trade creditors 52,795 153,352 
Amounts owed to subsidiary undertakings 300,670 300,670 
Taxes and social security costs 10,534 19,585 
Directors’ current accounts — 46,284 
Other creditors 14,090 114,515 
Accruals and deferred income 47,624 60,413 
425,713 694,819
7 Share-based payments
At 31 December 2011 outstanding awards to subscribe for ordinary shares of 0.1p each in the Company, granted in accordance with the rules of the 
ValiRx share option schemes, were as follows:
2010
Weighted
average
remaining
contractual
life
(years)
Weighted 
average
 exercise
price
(pence)
Brought forward 5,262,000 — 1.9
Granted — — 0.0
Lapsed (1,882,000) — 1.4
Carried forward 3,380,000 8.5 2.2
2011
Weighted
average
remaining
contractual
life
(years)
Weighted
average
 exercise
 price
 (pence)
Brought forward 3,380,000 — 2.2
Granted 42,500,000 — 0.8
Lapsed (3,000,000) — 0.8
Carried forward 42,880,000 9.4 0.9 ValiRx plc annual report and accounts 2011 31 Financial statements
7 Share-based payments (continued)
The fair value of remaining share options has been calculated using the Black-Scholes model. The assumptions used in the calculation of the fair value 
of the share options outstanding during the year are as follows:
Share options Share options Share options
Grant date 23 November 2007 17 September 2009 8 July 2011
Exercise period November 2007 – November 2017 September 2009 – September 2019 July 2011 – July 2021
Share price at date of grant 10.5p 2.1p 0.64p
Exercise price 10.5p 1p 0.75p
Shares under option 512,000 4,750,000 42,500,000 
Expected volatility 35% 40% 52%
Expected life (years) 3.5 4 3 
Risk-free rate 4.36% 2.50% 1.24%
Expected dividend yield 0.00% 0.00% 0.00%
Fair value per option 1.55p 0.72p 0.10p
8 Share capital
2011
Number
2010
Number
2011
£
2010
£
Allotted, called up and fully paid
Ordinary shares of 0.1p each 1,059,562,609 491,299,344 1,059,561 491,299 
Deferred shares of 5p each 58,378,365 58,378,365 2,918,918 2,918,918 
Deferred shares of 0.9p each 157,945,030 157,945,030 1,421,505 1,421,505 
5,399,984 4,831,722 
On 10 January 2011, the Company issued 3,763,265 ordinary shares of 0.1p each at 0.245p per share to satisfy creditors amounting to £9,220, 
in lieu of fees.
On 8 March 2011, the Company raised £3,297,000, before expenses, by way of a placing of 549,500,000 new ordinary shares of 0.1p each at a price 
of 0.6p per share, to provide the Company and the Group with working capital.
On 23 December 2011, the Company allotted 15,000,000 new ordinary shares of 0.1p each at 0.52p per share as part of the consideration to acquire 
from Pharmatest Services Oy of Finland, its Biomarkers patent applications and related intellectual property. This asset is owned by ValiRx Finland OY , 
the Company’s wholly-owned subsidiary undertaking.
The deferred shares have no rights to vote, attend or speak at general meetings of the Company or to receive any dividend or other distribution and have 
limited rights to participate in any return of capital on a winding-up or liquidation of the Company.
9 Statement of movements on reserves
Share
premium
account
£
Other
reserves
(see below)
£
Profit and 
loss 
account
£
Balance at 1 January 2011 635,069 658,903 (2,497,115)
Loss for the year — — (748,440)
Premium on shares issued during the year 2,815,957 — —
Share premium – other movements (203,487) — —
Movement during the year — 30,737 —
Balance at 31 December 2011 3,247,539 689,640 (3,245,555)
Share option reserve
Balance at 1 January 2011 21,403
Share option reserve movement 30,737 
Balance at 31 December 2011 52,140 
Merger reserve
Balance at 1 January 2011 & at 31 December 2011 637,500 
The merger reserve arises as a result of the acquisition of ValiRx Bioinnovation Limited and represents the difference between the nominal value of the 
share capital issued by the Company and the fair value of ValiRx Bioinnovation Limited at the date of acquisition. 32 ValiRx plc annual report and accounts 2011 Financial statements
notes to the FinAnCiAl st Atements CONTINUED
for the year ended 31 December 2011
10 Reconciliation of movements in shareholders’ funds
2011
£
2010
£
Loss for the financial year (748,440) (593,774)
Shares issued 3,384,219 997,456
Cost of share issue written off to share premium account (203,487) (52,151)
Other reserves movement 30,737 10,956
Net addition to shareholders’ funds 2,463,029 362,487
Opening shareholders’ funds 3,628,579 3,266,092
Closing shareholders’ funds 6,091,608 3,628,579
11 Related party transactions
During the year the Director, G Desler, provided the Company with bookkeeping and fund raising services totalling £5,250 (2010: £9,000) and £nil 
(2010: £5,000) respectively.
During the year the Director, K Alexander, provided the Company with fund raising, legal and Company search services totalling £20,100 (2010: £nil), 
£12,435 (2010: £9,600) and £1,443 (2010: £nil).
During the year the wife of one of the Directors provided the Company with translation services totalling £nil (2010: £5,000).
As at 31 December 2011, the Company was owed £nil (2010: £136,709) by Belgian Volition SA (formerly ValiBIO SA). Belgian Volition SA is a subsidiary 
of Singapore Volition Pte. Limited. 
At 31 December 2011, the Company was owed £100,561 (2010: £581,760) by Singapore Volition Pte. Limited as part of the sale proceeds of ValiBIO SA. 
This amount is included in other debtors in note 5. On 10 June 2011, the Company sold certain diagnostic technology for use with endometriosis 
at a value of US$510,000 and monies due from ValiBIO SA of £100,761 were transferred to Singapore Volition Pte. Limited. S Vainikka is a Director 
of VolitionRX Limited.
At the year end, the amounts owed to Directors were as follows:
2011
£
2010
£
G Morris — 9,876
S Vainikka — 11,035
K Alexander — 2,600
N Thorniley — 4,688
G Desler — 18,117
12 Post-balance sheet events
In April 2012, the Company raised £900,000 before expenses, by placing 200,000,000 new ordinary shares of 0.1p each at a price of 0.45p per share. Directors
N thorniley 
S Vainikka 
G morris 
G Desler 
K alexander 
o de Giorgio-miller (appointed 31 may 2011)
Secretary
K alexander
Company number
03916791
Registered office
24 Greville Street 
London EC1N 8SS
Auditors
adler shine llp
Chartered accountants & Statutory auditor 
aston House 
Cornwall avenue 
London N3 1LF
Bankers
royal bank of scotland plc
St ann Street 
manchester m50 2SS
Solicitors
nabarro llp
Lacon House 
84 theobald’s Road 
London WC1X 8RW
company information ValiRx plc
24 Greville Street 
London EC1N 8SS