Notes to the Consolidated Financial Statements

For the year ended 31 December 2015

1. Corporate information

Randall & Quilter Investment Holdings Ltd. (the 'Company') is a company incorporated in Bermuda and listed on AIM, a sub-market of the London Stock Exchange. The Company and its subsidiaries (together forming the 'Group') carry on business worldwide as owners and managers of insurance companies, live and in run off, as underwriting managers for active insurers, as participators and managers of Lloyd's Syndicates, as purchasers of insurance receivables and as service providers to the non-life insurance market. The Consolidated Financial Statements were approved by the Board of Directors on 22 April 2016.

2. Accounting policies

The principal accounting policies adopted in the preparation of these Consolidated Financial Statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

a. Basis of preparation

The Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards ('IFRS'), endorsed by the European Union ('EU'), International Financial Reporting Interpretations Committee ('IFRIC') interpretations and with the Bermuda Companies Act 1981 (as amended).

The Group Consolidated Financial Statements have been prepared under the historical cost convention, except that financial assets (including investment property), financial liabilities (including derivative instruments) and purchased reinsurance receivables are recorded at fair value through profit and loss. All amounts are stated in sterling and thousands, unless otherwise stated.

The preparation of the Consolidated 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 Consolidated Financial Statements and the reported amounts of revenues and expenses during the year (Note 3). Although these estimates are based on management's best knowledge of the amount, event or actions, actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised in the current and future years depending on when the revision is made and the year it affects.

New and amended standards adopted by the Group

In the current year, the Group has applied amendments to IFRSs issued by the IASB that are mandatorily effective for an accounting period that begins on or after 1 January 2015.

The Group has applied the amendments to IFRSs included in the annual improvements to IFRS: 2011-2013 cycle for the first time in the current year. The amendments include minor changes to the following standards:

• IFRS 1: 'First time adoption';

• IFRS 3: 'Business combinations' on clarification regarding joint arrangements;

• IFRS 13: 'Fair value measurement' on clarification of the portfolio exemption in IFRS 13; and

• IAS 40: 'Investment property' on clarification that IAS 40 and IFRS 3 are not mutually exclusive.

These amendments did not result in a material impact on the financial statements of the company.

A number of new standards and interpretations adopted by the EU which are not mandatorily effective, as well as standards and interpretations issued by the IASB but not yet adopted by the EU, have not been applied in preparing these financial statements.

The Group does not plan to adopt these standards early; instead it will apply them from their effective dates as determined by their dates of EU endorsement. The Group is still reviewing the upcoming standards to determine their impact:

• IFRS 9: Financial instruments (IASB effective date: 1 January 2018);

• IFRS 11: Amendment: Accounting for acquisitions on interests in joint operations (EU effective date: 1 January 2016)*;

• IFRS 14: Regulatory deferral accounts (IASB effective date: 1 January 2016);

• IFRS 15: Revenue from contracts with customers (IASB effective date: 1 January 2018);

• IAS 1: Amendment: Disclosure Initiative (EU effective date: 1 January 2016)*;

• IAS 16: Amendment: Clarification of acceptable methods of depreciation and amortisation (EU effective date: 1 January 2016)*;

• IAS 19: Amendments: Defined benefits plans (EU effective date: 1 February 2015)*;

• IAS 27: Amendment: Equity method in separate financial statements (EU effective date: 1 January 2016)*;

• IAS 38: Amendment: Clarification of acceptable methods of depreciation and amortisation (EU effective date: 1 January 2016)*;

• annual improvement to IFRSs - 2010-2012 cycle (EU effective date: 1 February 2015)*;

* standards that have been endorsed by the EU.

Of the upcoming accounting standard changes that we are aware of, we anticipate that IFRS 4 Phase II, IFRS 9 and IFRS 15 will have the most material impact to the financial statements presentation and disclosures. The accounting developments and implementation timelines of these standards are being closely monitored and the impacts of the standards themselves are being reviewed. Full impact analysis in respect of these standards is expected to be completed at least 12 months prior to the effective date of each standard. A brief overview of these standards is provided below;

• IFRS 4 Phase II will replace IFRS 4 Phase I (an interim standard that allows insurers to continue to use various accounting practices already in place) with a single principle based accounting framework applicable to all types of insurance contracts (including reinsurance contracts);

• IFRS 9 provides a reform of financial instruments accounting to supersede IAS 39 financial instruments: recognition and measurement. The standard contains the requirements for a) the classification and measurement of financial liabilities; b) a new impairment methodology and c) general hedge accounting. EU endorsement of IFRS 9 may continue to be delayed for insurers to align better with the release and adoption of IFRS 4 Phase II; and

• IFRS 15 establishes a single comprehensive model for entities to use in accounting for revenue from contracts with customers. Revenue from contracts accounted for under IFRS 4 is outside the scope of IFRS 15 however the Group will have to apply the new revenue recognition standard to non-insurance contracts. Furthermore, the Group may have to apply the new standard to non-insurance components of contracts traditionally considered to be insurance contracts. The new standard's requirement for accounting for variable consideration could change the timing of revenue recognition for non-insurance contracts issued by the Group.

b. Selection of accounting policies

Judgement, estimates and assumptions are made by the Directors in selecting each Group accounting policy. The accounting policies are selected by the Directors to present Consolidated Financial Statements that they consider provide the most relevant information. In the case of certain accounting policies, there are different accounting treatments that could be adopted, each of which would be in compliance with IFRS and would have a significant influence upon the basis on which the Consolidated Financial Statements are presented.

In respect of financial instruments, the Group accounting policy is to designate all financial assets as fair value through profit or loss, including purchased reinsurance receivables.

c.Consolidation

The Consolidated Financial Statements incorporate the Financial Statements of the Company, and entities controlled by the Company (its subsidiaries), for the years ended 31 December 2015 and 2014. Control exists when the Group is exposed to, or has the right to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control, the Group takes into consideration potential voting rights that are currently exercisable. The acquisition date is the date on which control is transferred to the acquirer. The financial results of subsidiaries are included in the Consolidated Financial Statements from the date that control commences until the date that control ceases. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes non-controlling interests to have a deficit balance.

The Group uses the acquisition method of accounting to account for business combinations. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of acquisition directly attributable to the acquisition. Acquisition-related costs associated are charged to the Consolidated Income Statement in the year in which they are incurred.

Certain Group subsidiaries underwrite as corporate members of Lloyd's on Syndicates managed by R&Q Managing Agency Limited. In view of the several and direct liability of underwriting members at Lloyd's for the transactions of Syndicates in which they participate, only attributable shares of transactions, assets and liabilities of those Syndicates are included in the Consolidated Financial Statements. The Group continues to conclude that it remains appropriate to consolidate its share of the result of these Syndicates and accordingly, as the Group is the sole provider of capacity on Syndicate 3330, these Financial Statements include 100.00% of the economic interest in that Syndicate. For Syndicate 1991, the Group provides 22.77% of the capacity on the 2013 year of account, 20.01% on the 2014 year of account and 13.61% on the 2015 year of account, and for Syndicate 1897 the Group provided 8.33% of the capacity on the 2013 year of account. These Consolidated Financial Statements include its relevant share of the result for those years. For the other Syndicate to which the Group is appointed managing agent, and where the capacity is provided wholly by third parties, these Consolidated Financial Statements reflect the Group's economic interest in the form of agency fees and profit commission to which they are entitled.

Associates are those entities in which the Group has power to exert influence but which it does not control. Investments in associates are accounted for using the equity method of accounting. Under this method the investments are initially measured at cost. Thereafter the Group's share of post-acquisition profits or losses are recognised in the Consolidated Income Statement. Therefore, the cumulative post-acquisition movements in the associates' net assets are adjusted against the cost of the investment.

When the Group's share of losses equals or exceeds the carrying amount of the associate, the carrying amount is reduced to nil and recognition for the losses is discontinued except to the extent that the Group has incurred obligations in respect of the associate.

Equity accounting is discontinued when the Group no longer has significant influence over the investment.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated in preparing the Consolidated Financial Statements. Unrealised losses are also eliminated unless the transaction provides evidence of impairment of the asset transferred. Non-controlling interests represent the portion of profit or loss and net assets not held by the Group and are presented separately in the Consolidated Income Statement and Consolidated Statement of Comprehensive Income and within equity in the Consolidated Statement of Financial Position, separately from the equity attributable to the shareholders of the parent.

Insurance broking cash, receivables and payables held by subsidiary companies, other than the receivable for fees, commissions and interest earned on a transaction, are not included in the Group's Consolidated Statement of Financial Position as the subsidiaries act as agents for the client in placing the insurable risks of their clients with insurers and as such are not liable as principals for amounts arising from such transactions.

d. Going concern

The Consolidated Financial Statements have been prepared on a going concern basis. The Directors have assessed the position of the Group and have concluded that the Group has adequate cash resources to meet its liabilities as they fall due. On this basis, the Directors have a reasonable expectation that the Group will be able to continue in operational existence for the foreseeable future.

e. Premiums

Gross premiums written represent premiums on business commencing in the financial year together with adjustments to premiums written in previous accounting periods and estimates for premiums from contracts entered into during the course of the year. Gross premiums written are stated before deduction of brokerage, taxes and duties levied on premiums and other deductions.

Unearned premiums

A provision for unearned premiums represents that part of the gross premiums written that is estimated will be earned in the following financial periods. It is calculated on a time apportionment basis having regard, where appropriate, to the incidence of risk.

Reinsurance premium costs are allocated to reflect the protection arranged in respect of the business written and earned.

Acquisition costs

Acquisition costs, which represent commission and other related expenses, are deferred over the period in which the related premiums are earned. Acquisition costs incurred during the period are recorded in operating expenses in the Consolidated Income Statement.

f. Claims

These include the cost of claims and related expenses paid in the year, together with changes in the provisions for outstanding claims, including provisions for claims incurred but not reported and related expenses, together with any other adjustments to claims from previous years. Where applicable, deductions are made for salvage and other recoveries. These are shown as net claims provisions (increased)/released in the Consolidated Income Statement.

g. Insurance contract provisions and reinsurers' share of insurance liabilities

Provisions are made in the insurance company subsidiaries and in the Lloyd's Syndicates on which the Group participates for the full estimated costs of claims notified but not settled, including claims handling costs, on the basis of the best information available, taking account of inflation and latest trends in court awards. The Directors of the subsidiaries, with the assistance of run-off managers, independent actuaries and internal actuaries, have established such provisions on the basis of their own investigations and their best estimates of insurance payables, in accordance with accounting standards. Legal advice is taken where appropriate. Deductions are made for salvage and other recoveries as appropriate.

The provisions for claims incurred but not reported ('IBNR') have been based on a number of factors including previous experience in claims and settlement patterns, the nature and amount of business written, inflation and the latest available information as regards specific and general industry experience of trends.

A reinsurance asset (reinsurers' share of technical provisions) is recognised to reflect the amount estimated to be recoverable under the reinsurance contracts in respect of the outstanding claims reported and IBNR. The amount recoverable from reinsurers is initially valued on the same basis as the underlying claims provision. The amount recoverable is reduced when there is an event arising after the initial recognition that provides objective evidence that the Group may not receive all amounts due under the contract.

Neither the outstanding claims nor the provisions for IBNR have been discounted.

The uncertainties which are inherent in the process of estimating are such that, in the normal course of events, unforeseen or unexpected future developments may cause the ultimate cost of settling the outstanding liabilities to differ materially from that presently estimated. Any differences between provisions and subsequent settlements are recorded in the Consolidated Income Statement in the year which they arise.

Having regard to the significant uncertainty inherent in the business of insurance as explained in Note 3, and in light of the information presently available, in the opinion of the Directors the provisions for outstanding claims and IBNR in the Consolidated Financial Statements are fairly stated.

Unexpired risks provision

Provisions for unexpired risks are made where the costs of outstanding claims, related expense and deferred acquisition costs are expected to exceed the unearned premium provision carried forward at the end of the reporting period. The provision for unexpired risks is calculated separately by reference to classes of business which are managed together, after taking into account relevant investment return.

Closed years of account

At the end of the third year (36 month period), the underwriting year of account of a Lloyd's Syndicate is normally closed by way of a Reinsurance to Close into the following underwriting year of account of the same Syndicate. The amount of the Reinsurance to Close premium payable is determined by the managing agent, generally by estimating the cost of claims notified but not settled at 31 December and by making a provision in respect of IBNR, together with the estimated costs of administering those claims. In subsequent years any variation in the ultimate liabilities of the closed year of account provision is borne by the underwriting year into which it is reinsured.

The payment of a Reinsurance to Close premium does not eliminate the liability of the closed year for outstanding claims. If the reinsuring Syndicate was unable to meet its obligations, and the other elements of Lloyd's chain of security were to fail, then the participators in the closed underwriting account would have to settle outstanding claims. The Directors consider that the likelihood of such a failure of the Reinsurance to Close is extremely remote, and consequently the Reinsurance to Close has been accounted for as settling the liabilities outstanding at the closure of an underwriting account.

The Group has included its share of the external Reinsurance to Close premiums payable as insurance contract provisions at the end of the current period, and no further provision is made for any potential variation in the ultimate liability of that year of account.

Run-off years of account

Where an underwriting year of account of a Lloyd's Syndicate is not closed at the end of the third year (a 'run-off' year of account) a provision is made for the estimated cost of all known and unknown outstanding liabilities of that underwriting year of account. The provision is determined initially by the managing agent on a similar basis to the Reinsurance to Close. However, any subsequent variation in the ultimate liabilities for that year remains with the members participating therein until the relevant underwriting year of account is closed by way of Reinsurance to Close into the successor underwriting year of account or a later underwriting year of account of another syndicate. As a result any run-off year will continue to report movements in its results after the third year until such time as it secures a Reinsurance to Close.

h. Provisions for future claims handling costs

Provision is made for the anticipated costs of running off the business of those insurance company subsidiaries and the Group's participation in Syndicates which are in run off. Syndicates are treated as being in run off for the Consolidated Financial Statements where they have ceased writing new business and, in the opinion of management, there is no current probable reinsurer available to close the relevant Syndicate years of account.

Provision is made to the extent that the anticipated claims handling and other similar costs exceed the estimated future investment return expected to be earned by those insurance company subsidiaries and Syndicates treated as being in run off. Changes in the estimates of such costs and future investment return are reflected in the year in which the estimates are made.

When assessing the amount of the provision to be recognised, the investment return and claims handling and all other costs of all the insurance company subsidiaries and Syndicates treated as being in run off are considered in aggregate.

The uncertainty inherent in the process of estimating the period of run-off and the pay-out pattern over that period, the anticipated claims handling and other similar costs to be incurred over that period and the level of investment return to be made are such that in the normal course of events unforeseen or unexpected future developments may cause the ultimate costs of settling the outstanding liabilities to differ from that previously estimated.

i. Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation, using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of time is recognised as an interest expense.

j. Structured settlements

Certain of the US insurance company subsidiaries have entered into structured settlements whereby their liability has been settled by the purchase of annuities from third party life insurance companies in favour of the claimants. The subsidiary retains the credit risk in the unlikely event that the life insurance company defaults on its obligations to pay the annuity amounts. Provided that the life insurance company continues to meet the annuity obligations, no further liability will fall on the insurance company subsidiary. The amounts payable to claimants are recognised in liabilities. The amount payable to claimants by the third party life insurance companies are also shown in liabilities as reducing the Group's liability to nil.

In the opinion of the Directors, this treatment reflects the substance of the transaction on the basis that any remaining liability of Group companies under structured settlements will only arise upon the failure of the relevant third party life insurance companies.

Should the Directors become aware that a third party life insurance company responsible for the payment of an annuity under a structured settlement may not be in a position to meet its annuity obligations in full, provision will be made for any such failure.

Disclosure of the position in relation to structured settlements is shown in Note 19.

k. Segmental reporting

The Group's business segments are based on the Group's management and internal reporting structures and represent the level at which financial information is reported to the Board, being the chief operating decision maker as defined in IFRS 8.

l. Foreign currency translation

Functional and presentational currency

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the 'functional currency'). The Consolidated Financial Statements are presented in sterling, which is the Group's presentational currency.

Transactions and balances

Transactions in foreign currencies are recorded at the functional currency rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency rate of exchange ruling at the end of the reporting period; the resulting exchange gain or loss is recognised in the Consolidated Income Statement. Non-monetary items recorded at historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction and are not subsequently restated.

Group translation

The assets and liabilities of overseas subsidiaries, including associated goodwill, held in functional currencies other than the Group's presentational currency are translated at the exchange rate as at the period end date. Income and expenses are translated at average rates for the period. All resulting exchange differences are recognised in other comprehensive income and accumulated in retained earnings in the Consolidated Statement of Financial Position.

On the disposal of foreign operations, cumulative exchange differences previously recognised in other comprehensive income are recognised in the Consolidated Income Statement as part of the gain or loss on disposal.

m. Financial instruments

Financial instruments are recognised in the Consolidated Statement of Financial Position at such time that the Group becomes a party to the contractual provisions of the financial instrument. A financial asset is derecognised when the contractual rights to receive cash flows from the financial assets expire, or where the financial assets have been transferred, together with substantially all the risks and rewards of ownership. Financial liabilities are derecognised if the Group's obligations specified in the contract expire, are discharged or cancelled.

Financial assets

i) Acquisition

On acquisition of a financial asset, the Group is required under IFRS to classify the asset into one of the following categories: 'financial assets at fair value through profit and loss', 'loans and receivables held to maturity' and 'available for sale'. The Group does not currently make use of the 'held to maturity' and 'available for sale' classifications.

ii) Financial assets at fair value through profit and loss

All financial assets, other than cash, loans and receivables, are currently designated as fair value through profit and loss upon initial recognition because they are managed and their performance is evaluated on a fair value basis. Information about these financial assets is provided internally on a fair value basis to the Group's key management. The Group's investment strategy is to invest and evaluate their performance with reference to their fair values.

iii) Fair value measurement

When available, the Group measures the fair value of an instrument using quoted prices in an active market for that instrument.

If a market for a financial instrument is not active, the Group establishes fair value using a valuation technique. Valuation techniques include using recent arm's length transactions between knowledgeable, willing parties (if available) and reference to the current fair value of other instruments that are substantially the same or discounted cash flow analyses.

Assets and long positions are measured at a bid price; liabilities and short positions are measured at an asking price. Where the Group has positions with offsetting risks, mid-market prices are used to measure the offsetting risk positions and a bid or asking price adjustment is applied only to the net open position as appropriate. Fair values reflect the credit risk of the instrument and include adjustments to take account of the credit risk of the Group entity and counterparty where appropriate. Fair value estimates obtained from models are adjusted for any other factors, such as liquidity risk or model uncertainties, to the extent that the Group believes a third party market participant would take them into account in pricing a transaction.

Upon initial recognition, attributable transaction costs relating to financial instruments at fair value through profit or loss are recognised when incurred in other operating expenses in the Consolidated Income Statement. Financial assets at fair value through profit and loss are measured at fair value, and changes therein are recognised in the Consolidated Income Statement. Net changes in the fair value of financial assets at fair value through profit and loss exclude interest and dividend income, as these items are accounted for separately as set out in the investment income section below.

iv) Insurance receivables and payables

Insurance receivables and payables are recognised when due. These include amounts due to and from agents, brokers and insurance contract holders. Insurance receivables are classified as 'loans and receivables' as they are non-derivative financial assets with fixed or determinable payments that are not quoted on an active market. Insurance receivables are measured at amortised cost less any provision for impairments. Insurance payables are stated at amortised cost.

v) Investment income

Investment income consists of dividends, interest, realised and unrealised gains and losses and exchange gains and losses on financial assets at fair value through profit and loss. The realised gains or losses on disposal of an investment are the difference between the proceeds and the original cost of the investment. Unrealised investment gains and losses represent the difference between the carrying amount at the reporting date, and the carrying amount at the previous period end or the purchase value during the period.

Financial liabilities

Borrowings

Borrowings are initially recorded at fair value less transaction costs incurred. Subsequently borrowings are stated at amortised cost and interest is recognised in the Consolidated Income Statement over the period of the borrowings.

Subordinated debt

A Group subsidiary has issued subordinated debt. At Group level this is treated as a financial liability and interest charges are recognised in the Consolidated Income Statement.

Derivative financial instruments

Derivatives are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at their fair value. The best evidence of fair value of a derivative at initial recognition is the transaction price. The method of recognising the resulting fair value gains or losses depends on whether the derivative is designated as a hedging instrument and, if so, the nature of the item being hedged. Fair values are obtained from quoted market prices in active markets, recent market transactions, and valuation techniques which include discounted cash flow models. All derivatives are carried as assets when fair value is positive and as liabilities when fair value is negative.

The Group has not designated any derivatives as fair value hedges, cash flow hedges or net investment hedges.

n. Treasury shares

The Employee Benefit Trust (EBT) held shares in the Company for the benefit of employees of the Group. These have been used to meet exercises of options granted by the Company or its predecessor, Randall & Quilter Investment Holdings plc (now RQIH Limited). The Trust waived its right to dividends and to vote on the shares it held and as a consequence those shares were deemed to be in Treasury and are recorded as Treasury Shares in the Consolidated Statement of Changes in Equity. The Company funds the expenses of the Trust and consolidates the expense statement and balance sheet of the Trust. As at the period end date the EBT did not hold any shares in the Company.

o. Leases

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classed as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the Consolidated Income Statement on a straight-line basis over the period of the lease.

p. Property, plant and equipment

All assets included within property, plant and equipment ('PPE') are carried at historical cost less depreciation. Depreciation is calculated to write down the cost less estimated residual value of motor vehicles, office equipment, IT equipment and leasehold improvements by the straight-line method over their expected useful lives.

The principal rates per annum used for this purpose are:-

%

Motor vehicles

25

Office equipment

8 - 50

IT equipment

20 - 25

Leasehold improvements

Term of lease

The gain or loss arising on the disposal of an item of PPE is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in the Consolidated Income Statement.

q. Goodwill

The Group uses the acquisition method in accounting for acquisitions. The difference between the cost of acquisition and the fair value of the Group's share of the identifiable net assets acquired is capitalised and recorded as goodwill. If the cost of an acquisition is less than the fair value of the net assets of the subsidiary acquired the difference is recognised directly in the Consolidated Income Statement as goodwill on bargain purchase.

Goodwill acquired in a business combination is initially measured at cost, being the excess of the fair value of the consideration paid for the business combination over the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is tested for impairment at the cash generating unit level, as shown in Note 14, on a biannual basis or if events or changes in circumstances indicate that the carrying amount may be impaired.

r. Other intangible assets

Intangible assets, other than goodwill, that are acquired separately are stated at cost less accumulated amortisation and impairment.

Intangible assets acquired in a business combination, and recognised separately from goodwill, are recognised initially at fair value at the acquisition date.

Amortisation is charged to operating expenses in the Consolidated Income Statement as follows:-

Purchased IT software

3 - 5 years, on a straight-line basis

On acquisition of insurance companies in run off

Estimated pattern of run-off

On acquisitions - other

Useful life, which may be indefinite

Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised in the Consolidated Income Statement to reduce the carrying amount to the recoverable amount.

US insurance authorisation licences

US state insurance authorisation licences acquired in business combinations are recognised initially at their fair value. The asset is not amortised, as the Directors consider that economic benefits will accrue to the Group over an indefinite period due to the stability of the US insurance market. The licences are tested annually for impairment. This assumption is reviewed annually to determine whether the asset continues to have an indefinite life.

Rights to customer contractual relationships

Costs directly attributable to securing the intangible rights to customer contractual relationships are recognised as an intangible asset where they can be identified separately and measured reliably and it is probable that they will be recovered by directly related future profits. These costs are amortised on a straight-line basis over the useful economic life which is deemed to be 15 years and are carried at cost less accumulated amortisation and impairment losses.

s. Employee Benefits

The Group makes contributions to defined contribution schemes and a defined benefit scheme.

The pension cost in respect of the defined contribution schemes represents the amounts payable by the Group for the year. The funds of the schemes are administered by trustees and are separate from the Group. The Group's liability is limited to the amount of the contributions.

The defined benefit scheme is funded by contributions from a subsidiary company and its assets are held in a separate Trustee administered fund. Pension scheme assets are measured at market value, and liabilities are measured using the projected unit method and discounted at the current rate of return on high quality corporate bonds of equivalent term and currency to the liability.

Current service cost, net interest income or cost and any curtailments/settlements are charged to the Consolidated Income Statement. The present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets is recognised and disclosed separately as a net pension liability in the Consolidated Statement of Financial Position. Surpluses are only recognised up to the aggregate of any cumulative unrecognised net actuarial gains and past service costs, and the present value of any economic benefits available in the form of any refunds or reductions in future contributions.

Subject to the restrictions relating to the recognition of a pension surplus, all actuarial gains and losses are recognised in full in other comprehensive income in the period in which they occur.

In addition certain of the Group's employees also participate in a defined benefit scheme where the subsidiary company is one of several participating employers. It is not possible to identify the share of the underlying assets and liabilities belonging to the individual participating employers. Therefore the scheme is accounted for as if it were a defined contribution scheme and the Consolidated Income Statement charge for the year represents the employer contribution payable.

t. Cash and cash equivalents

For the purposes of the Consolidated Cash Flow Statement, cash and cash equivalents comprise cash at bank and other short-term highly liquid investments with a maturity of three months or less from the date of acquisition, and bank overdrafts which are repayable on demand.

u. Finance costs

Finance costs comprise interest payable and are recognised in the Consolidated Income Statement in line with the effective interest rate on liabilities.

v. Operating expenses

Operating expenses are accounted for in the Consolidated Income Statement in the period to which they relate.

Pre-contract costs

Directly attributable pre-contract costs are recognised as an asset when it is virtually certain that a contract will be obtained and the contract is expected to result in future net cash inflows in excess of any amounts recognised as an asset.

Pre-contract costs are charged to the Consolidated Income Statement over the shorter of the life of the contract or five years.

Onerous contracts

Onerous contract provisions are provided for in circumstances where the Group has a present legal or constructive obligation as a result of past events to provide services, the costs of which exceed future income. The costs of providing the services are projected based on management's assessment of the contract.

Arrangement fees

Arrangement fees in relation to loan facilities are deducted from the relevant financial liability and amortised over the period of the facility.

w. Other income

Other income is stated excluding any applicable value added tax and includes the following items:-

Management fees

Management fees are from non-Group customers and are recognised when the right to such fees is established through a contract and to the extent that the services concerned have been performed.

Purchased reinsurance receivables

The Group accounts for these financial assets at fair value through profit and loss. Fair value is defined as the price at which an orderly transaction would take place between market participants at the reporting date and is therefore an estimate which requires the use of judgement.

Profit commission on managed Lloyd's Syndicates

Profit commission from managed Syndicates is earned as the related underwriting profits are recognised. Profit commission receivable on open underwriting years may be subject to further adjustment (up or down) as the results are reported prior to closure of the account in accordance with Lloyd's Reinsurance to Close arrangements.

Insurance commissions from Managing General Agencies

Insurance commissions comprise brokerage and profit commission arising from the placement of insurance contracts. Brokerage is recognised at the inception date of the policy, or the date of contractual entitlement, if later. Alterations in brokerage arising from premium adjustments are taken into account as and when such adjustments are notified. To the extent that the Group is contractually obliged to provide services after this date, a suitable proportion of income is deferred and recognised over the life of the relevant contracts to ensure that revenue appropriately reflects the cost of fulfilling those obligations. Profit commission is recognised when the right to such profit commission is established through a contract but only to the extent that a reliable estimate of the amount due can be made. Such estimates are made on a prudent basis that reflects the level of uncertainty involved.

x. Share based payments

The Group issues equity settled payments to certain of its employees.

The cost of equity settled transactions with employees is measured by reference to the fair value at the date at which they are granted and is recognised as an expense on a straight-line basis over the vesting period. The fair value is measured using the binomial option pricing method, taking into account the terms and conditions on which the awards were granted.

y. Current and deferred income tax

Tax on the profit or loss for the year comprises current and deferred tax.

Tax is recognised in the Consolidated Income Statement except to the extent that it relates to items recognised in other comprehensive income, in which case it is recognised in the Consolidated Statement of Comprehensive Income.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Company's subsidiaries and associates operate and generate taxable income.

Deferred tax liabilities are 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 Consolidated Financial Statements. However, if the deferred tax arises from initial recognition of an asset or liability in a transaction other than a business combination and which, at the time of the transaction, affects neither accounting nor taxable profit or loss, it is not provided for.

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which these temporary differences can be utilised. Deferred tax assets and liabilities are not discounted.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the taxable entity or different taxable entities where there is an intention to settle the balances on a net basis. Deferred tax assets and liabilities are determined using tax rates that have been enacted or substantively enacted by the period end date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

z. Share capital

Ordinary shares and Preference A and B shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

aa. Distributions

Distributions payable to the Company's shareholders are recognised as a liability in the Consolidated Financial Statements in the period in which the distributions are declared and appropriately approved.

3. Estimation techniques, uncertainties and contingencies

Estimates and judgements are continually evaluated, and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Significant uncertainty in technical provisions

Significant uncertainty exists as to the accuracy of the insurance contract provisions and the reinsurers' share of insurance liabilities established in the insurance company subsidiaries and the Lloyd's Syndicates on which the Group participates as shown in the Consolidated Statement of Financial Position. The ultimate costs of claims and the amounts ultimately recovered from reinsurers could vary materially from the amounts established at the year end.

In the event that further information were to become available to the Directors of an insurance company subsidiary which gave rise to material additional liabilities, the going concern basis might no longer be appropriate for that company and adjustments would have to be made to reduce the value of its assets to their realisable amount, and to provide for any further liabilities which might arise. However, should this occur it will not impact on the going concern basis applicable to the Group.

The Company bears no financial responsibility for any liabilities or obligations of any insurance company subsidiary in run off. Should any insurance company subsidiary cease to be able to continue as a going concern in the light of further information becoming available, any loss to the Company and its other subsidiaries would thus be restricted to the book value of their investment in and amounts due from that subsidiary and any guarantee liability that may arise.

Claims provisions

The Group participates on a number of syndicates and owns a number of insurance companies in run-off. The Consolidated Financial Statements include provisions for all outstanding claims and IBNR, for related reinsurance recoveries and for all costs expected to be incurred to run off its liabilities.

The insurance contract provisions including IBNR are based upon actuarial and other studies of the ultimate cost of liabilities including exposure based and statistical estimation techniques. There are significant uncertainties inherent in the estimation of each insurance company subsidiary's and Lloyd's Syndicate's insurance liabilities and reinsurance recoveries. There are many assumptions and estimation techniques that may be applied in assessing the amount of those provisions which individually could have a material impact on the amounts of liabilities, related reinsurance assets and reported shareholders' equity funds. Actual experience will often vary from these assumptions, and any consequential adjustments to amounts previously reported will be reflected in the results of the year in which they are identified. Potential adjustments arising in the future could, if adverse in the aggregate, exceed the amount of shareholders' equity funds of an insurance company subsidiary.

The Group also contracts with independent external actuaries to obtain a Statement of Actuarial Opinion (SAO) for the Lloyd's Syndicates that it participates on. This statement showsthat the booked reserves are greater than or equal to their view of best estimate. In the case of the Group's larger insurance companies in run off, independent external actuaries provide a range of acceptable estimates. The Group sets its reserves to lie within this acceptable range.

The business written by the insurance company subsidiaries consists in part of long-tail liabilities, including asbestos, pollution, health hazard and other US liability insurance. The claims for this type of business are typically not settled until many years after policies have been written. Furthermore, much of the business written by these companies is reinsurance and retrocession of other insurance companies' business, which lengthens the settlement period.

Significant delays occur in the notification and settlement of certain claims and a substantial measure of experience and judgement is involved in making the assumptions necessary for assessing outstanding liabilities, the ultimate cost of which cannot be known with certainty at the period end date. The gross insurance contract provisions and related reinsurers' share of insurance liabilities are estimated on the basis of information currently available. Provisions are calculated gross of any reinsurance recoveries. A separate estimate is made of the amounts that will be recoverable from reinsurers based upon the gross provisions and having due regard to collectability.

The insurance contract provisions include significant amounts in respect of notified and potential IBNR claims for long-tail liabilities. The settlement of most of these claims is not expected to occur for many years, and there is significant uncertainty as to the timing of such settlements and the amounts at which they will be settled.

While many claims are clearly covered and are paid quickly, many other claims are subject to significant disputes, for example over the terms of a policy and the amount of the claim. The provisions for disputed claims are based on the view of the Directors of each insurance company subsidiary as to the expected outcomes of such disputes. Claim types impacted by such disputes include asbestos, pollution and certain health hazards and retrocessional reinsurance claims.

Uncertainty is further increased because of the potential for unforeseen changes in the legal, judicial, technological or social environments, which may increase or decrease the cost, frequency or reporting of claims, and because of the potential for new sources or types of claim to emerge.

Asbestos, pollution and health hazard claims

The estimation of the provisions for the ultimate cost of claims for asbestos, pollution, health hazard and other US liability insurance is subject to a range of uncertainties that is generally greater than those encountered for other classes of insurance business. As a result it is not possible to determine the future development of asbestos, pollution, health hazard and other US liability insurance with the same degree of reliability as with other types of claims. Consequently, traditional techniques for estimating claims provisions cannot wholly be relied upon. The Group employs further techniques which utilise, where practical, the exposure to these losses by contract to determine the claims provisions.

Insurance claims handling expenses

The provision for the cost of handling and settling outstanding claims to extinction and all other costs of managing the run-off is based on an analysis of the expected costs to be incurred in run-off activities, incorporating expected savings from the reduction of transaction volumes over time.

The period of the run-off may be between 5 and 50 years depending upon the nature of the liabilities within each insurance company subsidiary. Ultimately, the period of run-off is dependent on the timing and settlement of claims and the collection of reinsurance recoveries; consequently similar uncertainties apply to the assessment of the provision for such costs.

Reinsurance recoveries

Reinsurance recoveries are included in respect of claims outstanding (including IBNR claims) and claims paid after making provision for irrecoverable amounts.

The reinsurance recoveries on IBNR claims are estimated based on the recovery rate experienced on notified and paid claims for each class of business.

The insurance company subsidiaries are exposed to disputes on contracts with their reinsurers and the possibility of default by reinsurers. In establishing the provision for non-recovery of reinsurance balances, the Directors of each insurance company subsidiary consider the financial strength of each reinsurer, its ability to settle their liabilities as they fall due, the history of past settlements with the reinsurer, and the Group's own reserving standards and have regard to legal advice regarding the merits of any dispute.

Recognition and de-recognition of assets and liabilities in run offs

In the course of the Group's business of managing runoffs of insurers and brokers, accounting records are initially recognised in the form provided by previous management. As part of managing runoffs the Group carries out extensive enquiries to clarify the assets and liabilities of the run off and to obtain all available and relevant information. Those enquiries may lead the Group to identify and record additional assets and liabilities relating to that runoff, or to conclude that previously recognised assets and liabilities should be increased or no longer exist and should be de-recognised. Where decisions to de-recognise liabilities are supported by an absence of relevant information there may remain a remote possibility that a third party may subsequently provide evidence of its entitlement to such de-recognised liabilities which may lead to a transfer of economic benefit to settle such entitlement. The right of a third party to such a settlement will be recognised in the accounting period in which the position is clarified.

Defined benefit pension scheme

The pension assets and post retirement liabilities are calculated in accordance with IAS 19. The assets, liabilities and Consolidated Income Statement charge or credit, calculated in accordance with IAS 19, are sensitive to the assumptions made, including inflation, interest rate, investment return and mortality. IAS 19 compares, at a given date, the current market value of a pension fund's assets with its long term liabilities, which are calculated using a discount rate in line with yields on 'AA' rated bonds of suitable duration and currency. As such, the financial position of a pension fund on this basis is highly sensitive to changes in bond rates and equity markets.

Litigation, mediation and arbitration

The Group in common with the insurance industry in general, is subject to litigation, mediation and arbitration, and regulatory, governmental and other sectorial inquiries in the normal course of its business. The Directors do not believe that, in the aggregate, current litigation, governmental or sectorial inquiries and pending or threatened litigation or dispute is likely to have a material impact on the Group's financial position. However, if the outcome of any individual dispute differs substantially from expectation, there could be a material impact on the Group's profit or loss, financial position or cash flows in the year in which that impact is recognised.

Changes in foreign exchange rates

The Group's Consolidated Financial Statements are prepared in sterling. Therefore, fluctuations in exchange rates used to translate other currencies, particularly the Euro and US dollar, into sterling will impact the reported Consolidated Statement of Financial Position, results of operations and cash flows from year to year. These fluctuations in exchange rates will also impact the sterling value of the Group's investments and the return on its investments. Income and expenses are translated into sterling at average exchange rates. Assets and liabilities are translated at the closing exchange rates at the period end date.

Assessment of impairment of intangible assets

Goodwill and US insurance authorisation licences are deemed to have an indefinite life as they are expected to have a value in use that does not erode or become obsolete over the course of time. Consequently, they are not amortised but tested for impairment on a biannual basis or if events or changes in circumstances indicate that the carrying amount may be impaired.

The impairment tests involve evaluating the recoverable amount of the Group's cash generating units and comparing them to the relevant carrying amounts. The recoverable amount of each cash generating unit is determined based on cash flow projections. These cash flow projections are based on the financial budgets approved by management covering a five year period. Management also consider the current net asset value and earnings of each cash generating unit for impairment.

Provisions

Included in Other payables in Note 19 is the Directors' estimate of the Group's exposure to the various liabilities of the Southern Illinois Land Company.

These estimates have been based on reports provided by recognised specialists as well as the Group's own internal review. These liabilities may not be settled for many years and significant judgement is involved in making an assessment of these liabilities, the period over which they will be settled and where appropriate the discount rate to be applied to assess the present value of these amounts to be settled.

4. Management of insurance and financial risks

The Group's activities expose it to a variety of insurance and financial risks. The Board is responsible for managing the Group's exposure to these risks and, where possible, for introducing controls and procedures that mitigate the effects of the exposure to risk.

The Group has a Risk Committee which is a formal Committee of the Board. The Committee has responsibility for maintaining the effectiveness of the Group's Risk Management Framework, systems of internal control, risk policies and procedures and adherence to risk appetite.

The following describes the Group's exposure to the more significant risks and the steps management have taken to mitigate their impact from a quantitative and qualitative perspective.

a. Investment risks (including market risk and interest rate risk)

The Group has a Capital and Investment Committee which is responsible, inter alia, for setting and recommending to the Board, an investment strategy for the management of the Group's assets owned or managed by companies within the Group. The investment of the Group's financial assets, except certain deposits with ceding undertakings, is managed by external investment managers, appointed by the Capital and Investment Committee. The Capital and Investment Committee is responsible for setting the policy to be followed by the investment managers. The investment strategy strives to mitigate the impact of interest rate fluctuation and credit risks and to provide appropriate liquidity, in addition to monitoring and managing foreign exchange exposures.

The Capital and Investment Committee is also responsible for keeping under review the investment control procedures, monitoring and amending (where appropriate) the investment policies and oversight, monitoring Group cash flow, oversight of all banking and other financial commitments and covenants across the Group, as well as any regulatory requirements in relation to Group solvency.

The main objective of the investment policy is to maximise return whilst maintaining and protecting the principal value of funds under management.

The investment allocation (including surplus cash) at 31 December 2015 and 2014 is shown below:-

2015

£000

2014

£000

Government and government agencies

18,157

22,972

Corporate bonds

73,476

91,753

Equities

13,551

18,539

Cash based investment funds

34,420

30,024

Cash and cash equivalents

69,325

46,770

208,929

210,058

%

%

Government and government agencies

8.7

10.9

Corporate bonds

35.1

43.7

Equities

6.5

8.8

Cash based investment funds

16.5

14.3

Cash and cash equivalents

33.2

22.3

100.0

100.0

Corporate bonds include asset backed mortgage obligations totalling £18,752k (2014: £45,328k).

Based on invested assets at external managers of £139,604k as at 31 December 2015 (2014: £161,624k), a 1 percentage increase/decrease in market values would result in an increase/decrease in the profit before income taxes for the year to 31 December 2015 of £1,396k (2014: £1,616k).

(i) Pricing risk

The following table shows the fair values of financial assets using a valuation hierarchy; the fair value hierarchy has the following levels:-

Level 1 - Valuations based on quoted prices in active markets for identical instruments. An active market is a market in which transactions for the instrument occur with sufficient frequency and volume on an ongoing basis such that quoted prices reflect prices at which an orderly transaction would take place between market participants at the measurement date.

Level 2 - Valuations based on quoted prices in markets that are not active or based on pricing models for which significant inputs can be corroborated by observable market data.

Level 3 - Valuations based on inputs that are unobservable or for which there is limited activity against which to measure fair value.

2015

Level 1

£000

Level 2

£000

Level 3
£000

Total
£000

Government and government agencies

5,266

12,891

-

18,157

Corporate bonds

72,746

-

730

73,476

Equities

10,654

-

2,897

13,551

Cash based investment funds

34,420

-

-

34,420

Purchased reinsurance receivables (Note 17)

-

-

5,997

5,997

Total financial assets measured at fair value

123,086

12,891

9,624

145,601

2014

Level 1

£000

Level 2

£000

Level 3
£000

Total
£000

Government and government agencies

22,972

-

-

22,972

Corporate bonds

48,965

42,150

638

91,753

Equities

18,539

-

-

18,539

Cash based investment funds

30,024

-

-

30,024

Purchased reinsurance receivables (Note 17)

-

-

10,629

10,629

Total financial assets measured at fair value

120,500

42,150

11,267

173,917

The following table shows the movement on Level 3 assets measured at fair value:-

2015

2014

£000

£000

Opening balance

10,629

16,033

Total net gains recognised in the Consolidated Income Statement

205

1,700

Purchases

5,372

353

Disposals

(6,802)

(8,249)

Exchange adjustments

220

792

Closing balance

9,624

10,629

Level 3 investments (purchased reinsurance receivables) have been valued using detailed models outlining the anticipated timing and amounts of future receipts. The net gains recognised in the Consolidated Income Statement in other income for the year amounted to £205k (2014: £1,700k). During the year the Group purchased further reinsurance receivables at a cost of £1,745k (2014: £353k). Short term delays in the anticipated receipt of these investments will not have a material impact on their valuation.

Level 3 investments (equities) relate to equity investments included on an acquisition, the valuation is calculated based on the fair value of the underlying assets and liabilities.

Level 3 investments (corporate bonds) relate to mortgages and are held at their principal balance.

There were no transfers between Level 1 and Level 2 investments during the year under review.

The following shows the maturity dates and interest rate ranges of the Group's debt securities:-

(ii) Liquidity risk

As at 31 December 2015

Maturity date or contractual re-pricing date

Total

Less than one year

After one

year but

less than

two years

After two years but

less than

three years

After three years but

less than

five years

More than five years

£000

£000

£000

£000

£000

£000

Debt securities

126,053

8,158

7,611

8,390

39,494

62,400

Interest rate ranges (coupon-rates)

Less than one year

After one

year but

less than

two years

After two years but

less than

three years

After three years but

less than

five years

More than five years

%

%

%

%

%

Debt securities

0.45-5.5

0.88-6

0.88-5.75

1.64-5

0.67-4.11

As at 31 December 2014

Maturity date or contractual re-pricing date

Total

Less than one year

After one

year but

less than

two years

After two years but

less than

three years

After three years but

less than

five years

More than five years

£000

£000

£000

£000

£000

£000

Debt securities

144,749

14,208

9,531

18,440

26,686

75,884

Interest rate ranges (coupon-rates)

Less than one year

After one

year but

less than

two years

After two years but

less than

three years

After three years but

less than

five years

More than five years

%

%

%

%

%

Debt securities

0.10-9.88

0.05-7.5

0.4-8.87

1.63-6.13

2.16-5.51

Liquidity risk is managed by the Capital and Investment Committee who monitor the cash position of each entity and for the Group as a whole on a regular basis to ensure that sufficient funds are available to meet liabilities as they fall due. Liquidity risk is also managed by reference to the Group's overall tolerance for potential liquidity shortfalls, which is monitored by the Group's financial planning and treasury function's established cash flow and liquidity management processes.

b. Credit risk

Credit risk arises where counterparties fail to meet their financial obligations as they fall due. The most significant area where it arises for the Group is where reinsurers fail to meet their obligations in full as they fall due. In addition, the Group is exposed to the risk of disputes on individual claims presented to its reinsurers or in relation to the contracts entered into with its reinsurers.

The ratings used in the below analysis are based upon the published rating of Standard & Poor's or other recognised ratings agency.

As at 31 December 2015

A rated

B rated

Less than B

Other *

Exposures

of less than £200k

Total

£000

£000

£000

£000

£000

£000

Deposits with ceding undertakings

2,692

245

-

-

1,796

4,733

Reinsurers' share of insurance liabilities

124,903

9,782

317

30,366

11,843

177,211

Receivables arising out of reinsurance contracts

38,092

3,068

231

4,897

11,057

57,345

As at 31 December 2014

A rated

B rated

Less than B

Other *

Exposures

of less than £200k

Total

£000

£000

£000

£000

£000

£000

Deposits with ceding undertakings

1,859

281

-

-

1,810

3,950

Reinsurers' share of insurance liabilities

118,257

11,200

-

19,412

22,535

171,404

Receivables arising out of reinsurance contracts

21,546

2,602

-

2,938

14,794

41,880

* Other includes reinsurers who currently have no credit rating.

The reinsurers' share of insurance liabilities is based upon a best estimate given the profile of the insurance provisions outstanding and the related IBNR. Receivables arising out of reinsurance contracts are included in insurance and other receivables in the Consolidated Statement of Financial Position.

The average credit period of receivables arising out of reinsurance contracts are as follows:-

As at 31 December 2015

0-6 months%

6-12 months%

12-24 months%

> 24 months%

Percentage of receivables

69.3

3.2

6.1

21.4

As at 31 December 2014

0-6 months%

6-12 months%

12-24 months%

> 24 months%

Percentage of receivables

62.0

3.1

6.8

28.1

A substantial part of the Group's business consists of acquiring debts or companies with debts, which are normally past due. Any further analysis of these debts is not meaningful. The Directors monitor these debts closely and make appropriate provision for impairment.

The Directors believe the amounts past due but not impaired, after allowing for any provision made, are recoverable in full.

Credit risk is managed at the Group level by way of two Committees which have been established specifically with this in mind.

The first is the Group Reinsurance Asset Committee, which is chaired by a Non-Executive Director and meets quarterly. This is a Committee of the Group Board and its function is to monitor and report on the Group's non-Syndicate reinsurance assets and, where necessary, recommend action to protect the asset.

The second is the Reinsurance Committee of R&Q Managing Agency Limited ('RQMA') (a Committee of the RQMA Board), which is responsible for establishing minimum security levels for all reinsurance purchases by the managed Syndicates by reference to appropriate rating agencies for agreeing maximum concentration levels for individual reinsurers and intermediaries, and for dealing with any other issue relating to reinsurance assets.

There are also a number of Key Risk Indicators pertaining to reinsurance security and concentration which have been developed under the auspices of the Group Risk Committee and the RQMA Risk and Capital Committee, which monitor adherence to predefined risk appetite and tolerance levels.

c. Currency risk

Currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates.

The Group's principal transactions are carried out in sterling and its exposure to foreign exchange risk arises primarily with respect to US dollar and Euros. This is the same as in the previous year.

The Group's main objective in managing currency risk is to mitigate exposure to fluctuations in foreign exchange rates. There have been no material changes in trading currencies during the year under review. The Group manages this risk by way of matching assets and liabilities by individual entity. Asset and liability matching is monitored by the Group's financial planning and treasury functions' establishedcash flow and liquidity management processes.

The Group's financial assets are primarily denominated in the same currencies as its insurance and investment contract liabilities. This mitigates the foreign currency exchange rate risk for the overseas operations. Thus, the main foreign exchange risk arises from assets and liabilities denominated in currencies other than those in which insurance and investment contract liabilities are expected to be settled. The currency risk is effectively managed by the Group through derivative financial instruments. Forward currency contracts are used to eliminate the currency exposure on individual foreign transactions. The Group will not enter into these forward contracts until a firm commitment is in place.

The table below summarises the Group's principal assets and liabilities by major currencies:-

31 December 2015

Sterling

£000

US dollar

£000

Euro

£000

Other

£000

Total

£000

Intangible assets

13,507

12,308

582

-

26,397

Reinsurers' share of insurance liabilities

7,614

168,132

1,465

-

177,211

Financial instruments

4,041

119,311

21,299

469

145,120

Insurance receivables

23,748

47,188

854

-

71,790

Cash and cash equivalents

47,717

20,430

923

255

69,325

Insurance liabilities including provisions

(77,284)

(292,475)

(14,766)

-

(384,525)

Other provisions

(5,590)

(2,257)

(377)

-

(8,224)

Trade and other (payables)/receivables

15,179

(11,946)

(13,072)

(734)

(10,573)

Total

28,932

60,691

(3,092)

(10)

86,521

31 December 2014

Sterling

£000

US dollar

£000

Euro

£000

Other

£000

Total

£000

Intangible assets

10,215

12,062

813

-

23,090

Reinsurers' share of insurance liabilities

9,577

160,085

1,742

-

171,404

Financial instruments

11,440

120,118

36,236

534

168,328

Insurance receivables

25,766

34,757

1,515

-

62,038

Cash and cash equivalents

24,594

18,094

3,756

326

46,770

Insurance liabilities including provisions

(63,455)

(288,505)

(18,407)

-

(370,367)

Other provisions

(9,793)

(1,978)

-

-

(11,771)

Trade and other (payables)/receivables

29,489

(3,436)

(28,787)

(462)

(3,196)

Total

37,833

51,197

(3,132)

398

86,296

The Group has no significant concentration of currency risk.

The analysis that follows is performed for reasonably possible movements in key variables with all other variables held constant, showing the impact on profit before tax and equity due to changes in the fair value of currency sensitive monetary assets and liabilities including insurance contract claim liabilities. The correlation of variables will have a significant effect in determining the ultimate impact on market risk, but to demonstrate the impact due to changes in variables, variables had to be changed on an individual basis. It should be noted that movements in these variables are non-linear.

31 December 2015

31 December 2014

Currency

Changes in variables

Impact on profit

Impact on equity*

Impact on profit

Impact on equity*

£000

£000

£000

£000

Euro weakening

10%

(79)

282

(98)

285

US dollar weakening

10%

501

(5,517)

342

(4,654)

Euro strengthening

10%

94

(344)

118

(348)

US dollar strengthening

10%

(611)

6,743

(420)

5,689

* Impact on equity reflects adjustments for tax, where applicable.

d. Capital management

The Group's objectives with respect to capital sufficiency are to maintain capital at a level that provides a suitable margin over that deemed by the Group's regulators and supervisors as providing an acceptable level of policyholder protection, whilst remaining economically viable. At Group level, this currently translates as maintaining Group capital at a level that provides an adequate margin over the Group's solvency capital requirements whilst maintaining local capital which meets or exceeds the relevant local minima including, where appropriate, those relating to maintenance of external ratings. This is monitored by way of a capital sufficiency assessment by the Group Risk Committee.

e. Insurance risk

The Group participates on Syndicates shown below:-

Syndicate

Year of account

Capacity

£000

Group capacity £000

Open / closed

1991

2015

146,218

19,900

Open

1991

2014

150,000

30,019

Open

1991

2013

76,934

17,500

Closed

1897

2013

70,000

5,833

Closed

3330

2014

3,500

3,500

Open

(i) Underwriting risk

Underwriting risk is the primary source of risk in the Group's live underwriting operations and is reflected in the scope and depth of the risk appetite and monitoring frameworks implemented in those entities. Individual operating entities are responsible for establishing a framework for the acceptance and monitoring of underwriting risk including appropriate consideration of potential individual and aggregate occurrence exposures, adequacy of reinsurance coverage and potential geographical and demographic concentrations of risk exposure.

In the event that potential for risk concentrations are identified across operating entities, appropriate monitoring is developed to manage the overall Group exposure.

(ii) Reserving risk

Reserving risk represents a significant risk to the Group in terms of both driving required capital levels and the threat to volatility of earnings.

Reserving risk is managed through the application of an appropriate reserving approach to both live and run-off portfolios and the performance of extensive due diligence on new run-off portfolios and acquisitions prior to acceptance. Reserving exercises undertaken by the in-house actuarial team are supplemented with both scheduled and ad hoc reviews conducted by external actuaries.

Reserving risk is also mitigated through the use of reinsurance on live underwriting portfolios and through assuming the inuring reinsurance treaties in place in respect of acquired run-off acquisitions/portfolios.

Where appropriate, reserving risk is mitigated through the use of adverse loss development cover.

Claims development information is disclosed below in order to illustrate the effect of the uncertainty in the estimation of future claims settlements by the Group. The tables compare the ultimate claims estimates with the payments made to date. Details are presented on an aggregate basis and show the movements on a gross and net basis, and separately identify the effect of the various acquisitions made by the Group since 1 January 2012.

The analysis of claims development in the Group's run-off insurance entities is as follows:-

Gross

Group

Entities

Entities

Entities

Entities

entities at

acquired by

acquired by

acquired by

acquired by

1 January

the Group

the Group

the Group

the Group

2012

during 2012

during 2013

during 2014

during 2015

£000

£000

£000

£000

£000

Gross claims at :-

1 January/acquisition

360,856

31,922

13,296

28,082

12,147

First year movement

(53,203)

(15,633)

(605)

(4,656)

26

Second year movement

(14,184)

(6,606)

(2,569)

(8,667)

Third year movement

12,349

(2,355)

(2,983)

Fourth year movement

4,889

(3,206)

Gross provision at 31 December 2015

310,707

4,122

7,139

14,759

12,173

Gross claims at :-

1 January/acquisition

360,856

31,922

13,296

28,082

12,147

Exchange adjustments

17,317

(2,401)

(1,075)

(1,248)

10

Payments

(186,591)

(5,420)

(2,900)

(10,397)

(15)

Gross provision at 31 December 2015

(310,707)

(4,122)

(7,139)

(14,759)

(12,173)

(Deficit)/surplus to date

(119,125)

19,979

2,182

1,678

(31)

Gross claims provisions - live business

-

-

9,190

17,046

1,666

Total gross insurance contract provisions (Note 21)

310,707

4,122

16,329

31,805

13,839

Net

Group

Entities

Entities

Entities

Entities

entities at

acquired by

acquired by

acquired by

acquired by

1 January

the Group

the Group

the Group

the Group

2012

during 2012

during 2013

during 2014

during 2015

£000

£000

£000

£000

£000

Net claims at :-

1 January/acquisition

194,174

29,175

11,571

24,150

11,283

First year movement

(32,841)

(15,442)

(438)

(3,940)

9

Second year movement

(22,015)

(5,529)

(2,108)

(7,177)

Third year movement

2,477

(2,018)

(2,710)

Fourth year movement

(2,011)

(2,479)

Net provision at 31 December 2014

139,784

3,707

6,315

13,033

11,292

Net claims at :-

1 January/acquisition

194,174

29,175

11,571

24,150

11,283

Exchange adjustments

14,902

(2,169)

(1,080)

(1,787)

10

Payments

(62,266)

(3,768)

(1,830)

(8,312)

(15)

Net position at 31 December 2014

(139,784)

(3,707)

(6,315)

(13,033)

(11,292)

Surplus/(deficit) to date

7,026

19,531

2,346

1,018

(14)

Net claims provisions - live business

-

-

8,266

15,606

1,588

Total net insurance contract provisions (Note 21)

139,784

3,707

14,581

28,639

12,880

The above figures include the Group's participation on Lloyd's Syndicates treated as being in run-off.

5. Segmental information

The Group's segments represent the level at which financial information is reported to the Board, being the chief operating decision maker as defined in IFRS 8. The reportable segments have been identified as follows:-

• Insurance Investments, which acquires legacy portfolios and insurance debt and provides capital support to the Group's managed Lloyd's Syndicates

• Insurance Services, which provides insurance related services (including captive management) to both internal and external clients in the insurance market

• Underwriting Management, which provides management to Lloyd's Syndicates and operates other underwriting entities including bail bond business

• Other corporate activities, which primarily includes the Group holding company and other minor subsidiaries which fall outside of the segments above

Segmental results for the year ended 31 December 2015

Insurance Investments

Insurance

Underwriting

Other

Consolidation

Live

Run-off

Total

Services

Management

Corporate

adjustments

Total

£000

£000

£000

£000

£000

£000

£000

£000

Earned premium, net of reinsurance

17,847

912

18,759

-

7,035

-

-

25,794

Net investment income

1

5,470

5,471

1,585

473

4,783

(10,146)

2,166

External income

-

567

567

22,906

14,431

6,050

-

43,954

Internal income

-

513

513

14,599

2,038

1,472

(18,622)

-

Total income

17,848

7,462

25,310

39,090

23,977

12,305

(28,768)

71,914

Claims paid, net of reinsurance

(4,372)

(15,411)

(19,783)

-

(98)

-

-

(19,881)

Net change in provision for claims

(6,439)

24,957

18,518

-

63

-

-

18,581

Net insurance claims (increased)/released

(10,811)

9,546

(1,265)

-

(35)

-

-

(1,300)

Operating expenses

(9,453)

(23,142)

(32,595)

(33,952)

(24,079)

(8,639)

18,622

(80,643)

Result of operating activities before goodwill on bargain purchase

(2,416)

(6,134)

(8,550)

5,138

(137)

3,666

(10,146)

(10,029)

Goodwill on bargain purchase

-

14,851

14,851

-

-

-

-

14,851

Amortisation and impairment of intangible assets

-

(262)

(262)

(138)

(339)

-

-

(739)

Result of operating activities

(2,416)

8,455

6,039

5,000

(476)

3,666

(10,146)

4,083

Finance costs

-

(1,831)

(1,831)

(1,851)

(579)

(7,035)

10,146

(1,150)

Share of loss of associate

-

-

-

-

(104)

-

-

(104)

(Loss)/profit on ordinary activities before income taxes

(2,416)

6,624

4,208

3,149

(1,159)

(3,369)

-

2,829

Income tax (charge)/credit

-

(2,612)

(2,612)

12

344

2,184

-

(72)

(Loss)/profit for the year

(2,416)

4,012

1,596

3,161

(815)

(1,185)

-

2,757

Non-controlling interests

-

-

-

28

201

-

-

229

Attributable to shareholders of parent

(2,416)

4,012

1,596

3,189

(614)

(1,185)

-

2,986

Segment assets

23,914

515,739

539,653

51,760

40,883

174,703

(257,737)

549,262

Segment liabilities

30,974

389,777

420,751

43,871

23,046

232,753

(257,737)

462,684

Segmental results for the year ended 31 December 2014

Insurance Investments

Insurance

Underwriting

Other

Consolidation

Live

Run-off

Total

Services

Management

Corporate

adjustments

Total

£000

£000

£000

£000

£000

£000

£000

£000

Earned premium, net of reinsurance

10,079

9,333

19,412

-

796

-

-

20,208

Net investment income

14

6,158

6,172

954

263

5,702

(7,465)

5,626

External income

-

2,198

2,198

21,506

15,856

-

-

39,560

Internal income

-

776

776

14,439

3,246

1,391

(19,852)

-

Total income

10,093

18,465

28,558

36,899

20,161

7,093

(27,317)

65,394

Claims paid, net of reinsurance

(2,458)

(17,691)

(20,149)

-

-

-

-

(20,149)

Net change in provision for claims

(3,781)

12,658

8,877

-

-

-

-

8,877

Net insurance claims (increased)/released

(6,239)

(5,033)

(11,272)

-

-

-

-

(11,272)

Operating expenses

(6,420)

(23,656)

(30,076)

(31,983)

(19,723)

(7,929)

19,852

(69,859)

Result of operating activities before goodwill on bargain purchase

(2,566)

(10,224)

(12,790)

4,916

438

(836)

(7,465)

(15,737)

Goodwill on bargain purchase

-

8,609

8,609

3,485

2,498

-

-

14,592

Amortisation and impairment of intangible assets

-

(208)

(208)

(80)

(116)

-

-

(404)

Result of operating activities

(2,566)

(1,823)

(4,389)

8,321

2,820

(836)

(7,465)

(1,549)

Finance costs

-

(1,737)

(1,737)

(1,441)

(472)

(4,464)

7,465

(649)

Share of loss of associate

-

-

-

-

(111)

-

-

(111)

(Loss)/profit on ordinary activities before income taxes

(2,566)

(3,560)

(6,126)

6,880

2,237

(5,300)

-

(2,309)

Income tax credit/(charge)

-

1,050

1,050

(985)

(85)

1,698

(2,115)

(437)

(Loss)/profit for the year

(2,566)

(2,510)

(5,076)

5,895

2,152

(3,602)

(2,115)

(2,746)

Non-controlling interests

-

(1,615)

(1,615)

(2)

(146)

-

-

(1,763)

Attributable to shareholders of parent

(2,566)

(4,125)

(6,691)

5,893

2,006

(3,602)

(2,115)

(4,509)

Segment assets

15,347

548,984

564,331

79,671

25,071

183,954

(315,428)

537,599

Segment liabilities

20,546

419,900

440,446

78,774

24,749

219,601

(315,428)

448,142

Internal income includes fees payable by the insurance companies to the Insurance Services Division in the period. These are contractually committed on an arm's length basis.

No income from any one client included within the external income generated more than 10% of the total external income.

Geographical analysis

As at 31 December 2015

UK

North

America

Europe

Total

£000

£000

£000

£000

Gross assets

202,865

466,941

137,193

806,999

Intercompany eliminations

(110,281)

(97,063)

(50,393)

(257,737)

Segment assets

92,584

369,878

86,800

549,262

Gross liabilities

180,650

461,663

78,108

720,421

Intercompany eliminations

(117,521)

(137,613)

(2,603)

(257,737)

Segment liabilities

63,129

324,050

75,505

462,684

Revenue from external customers

21,278

26,785

23,851

71,914

As at 31 December 2014

UK

North

America

Europe

Total

£000

£000

£000

£000

Gross assets

284,240

454,693

114,094

853,027

Intercompany eliminations

(178,458)

(77,821)

(59,149)

(315,428)

Segment assets

105,782

376,872

54,945

537,599

Gross liabilities

276,727

431,724

55,119

763,570

Intercompany eliminations

(200,807)

(112,679)

(1,942)

(315,428)

Segment liabilities

75,920

319,045

53,177

448,142

Revenue from external customers

41,961

10,899

12,534

65,394

6. Gross investment income

2015

£000

2014

£000

Investment income

4,044

5,384

Realised net gains on financial assets

136

1,246

Unrealised losses on financial assets

(2,014)

(1,004)

2,166

5,626

7. Other income

2015

£000

2014

£000

Management fees

33,418

33,534

Profit commission on managed Lloyd's Syndicates

237

432

Insurance commissions

3,127

4,029

Profit on disposal of subsidiary (note 29)

6,024

-

Interest expense on pension scheme deficit

(282)

(135)

Purchased reinsurance receivables

1,430

1,700

43,954

39,560

8. Operating expenses

2015

£000

2014

£000

Costs of insurance company subsidiaries

11,652

10,097

Pre-contract costs

191

392

Employee benefits

38,240

34,804

Other operating expenses

30,560

24,566

80,643

69,859

The costs of insurance company subsidiaries represent external costs borne by subsidiaries of the Group; intragroup charges are removed on consolidation.

Auditor remuneration

2015 £000

2014 £000

Fees payable to the Group's auditors for the audit of the parent company and its Consolidated Financial Statements

110

110

Fees payable for the audit of the Group's subsidiaries by:-

- Group auditors

418

407

- Other auditors

403

237

Advice on financial and accountancy matters

4

39

Other services under legislative requirements

107

112

Total

1,042

905

9. Finance costs

2015

£000

2014

£000

Bank loan and overdraft interest

805

649

Subordinated debt interest

345

-

1,150

649

10. Profit/(loss) on ordinary activitiesbefore taxation

Profit/(loss) on ordinary activities before taxation is stated after charging/(crediting):-

2015

£000

2014

£000

Employee benefits (Note 25)

38,240

34,804

Costs to acquire Accredited

-

750

Legacy acquisition costs (including aborted transactions)

828

463

Depreciation of fixed assets (Note 15)

719

676

Operating lease rental expenditure

1,898

1,559

Operating lease rental income

(10)

(42)

Amortisation of pre contract costs

191

329

Amortisation and impairment of intangibles (Note 14)

739

404

11. Income tax chargea. Analysis of charge in the year

2015

£000

2014

£000

Current tax

Current year

(176)

-

Adjustments in respect of previous years

(966)

1,208

Foreign tax

1,883

1,129

741

2,337

Deferred tax

(669)

(1,900)

Income tax charge

72

437

b. Factors affecting tax charge for the year

The tax assessed differs from the standard rate of corporation tax in the United Kingdom. The differences are explained below:-

2015

£000

2014

£000

Profit/(loss) on ordinary activities before taxation

2,829

(2,309)

Profit/(loss) on ordinary activities at the standard rate of corporation tax in the UK of 20.25% (2014: 21.5%)

573

(496)

Temporary differences

(495)

605

Capital allowances in excess of depreciation

(21)

(40)

Utilisation of tax losses

(17)

(415)

Tax losses carried back

67

-

Timing differences in respect of pension schemes

173

102

Unrelieved losses

33

10

Foreign tax rate differences

725

(537)

Adjustments to the tax charge in respect of prior years

(966)

1,208

Income tax charge for the year

72

437

c.Factors that may affect future tax charges

In addition to the recognised deferred tax asset, the Group has other trading losses of approximately £43,824k (2014: £56,587k) in various Group companies available to be carried forward against future trading profits of those companies. The recovery of these losses is uncertain and no deferred tax asset has been provided in respect of these losses. Should it become possible to offset these losses against taxable profits in future years the Group tax charge in those years will be reduced accordingly.

The Group has available capital losses of £29,776k.

12. Earnings and net assets per sharea. Basic earnings per share

Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year.

Reconciliations of the earnings and weighted average number of shares used in the calculations are set out below.

2015

£000

2014
£000

Profit/(loss) for the year attributable to ordinary shareholders

2,986

(4,509)

No.

000's

No.

000's

Shares in issue throughout the year

71,676

71,708

Weighted average number of ordinary shares issued

67

64

Weighted average number of Treasury shares held

-

(92)

Weighted average number of ordinary shares

71,743

71,680

Basic earnings per ordinary share

4.2p

(6.3p)

b. Diluted earnings per share

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares for conversion of all potentially dilutive ordinary shares. The Group's earnings per share is diluted by the effects of outstanding share options.

Reconciliations of the earnings and weighted average number of shares used in the calculations are set out below.

2015

£000

2014
£000

Profit/(loss) for the year attributable to ordinary shareholders

2,986

(4,509)

No.

000's

No.

000's

Weighted average number of ordinary shares in issue in the year

71,743

71,680

Dilution effect of options

114

-

71,857

71,680

Diluted earnings per ordinary share

4.2p

(6.3p)

c. Net asset value per share

2015

£000

2014
£000

Net assets attributable to equity shareholders as at 31 December

86,521

86,296

No.

000's

No.

000's

Ordinary shares in issue as at 31 December

71,835

71,776

Less: shares held in treasury

-

(100)

71,835

71,676

Net asset value per ordinary share

120.4p

120.4p

13. Distributions

The amounts recognised as distributions to equity holders in the year are:-

2015

£000

2014
£000

Dividend to Q shareholders

-

1,844

Dividend to S shareholders

-

1,167

-

3,011

Distribution on cancellation of T/P shares

3,590

1,745

Distribution on cancellation of U/R shares

2,441

1,270

6,031

3,015

Total distributions to shareholders

6,031

6,026

14. Intangible assets

US state licences & customer contracts

Arising on acquisition

Goodwill

Other

Total

£000

£000

£000

£000

£000

Cost

As at 1 January 2014

-

1,450

28,881

305

30,636

Exchange adjustments

-

(73)

704

-

631

Acquisition of subsidiaries

5,411

623

-

-

6,034

Additions

-

-

-

264

264

Disposals

-

-

-

-

-

As at 31 December 2014

5,411

2,000

29,585

569

37,565

Exchange adjustments

245

(65)

668

2

850

Acquisition of subsidiaries

-

3,297

-

-

3,297

Additions

-

-

-

550

550

Disposals

-

(323)

-

(135)

(458)

As at 31 December 2015

5,656

4,909

30,253

986

41,804

Amortisation/Impairment

As at 1 January 2014

-

231

13,174

33

13,438

Exchange adjustments

-

(23)

656

-

633

Charge for the year

-

302

-

102

404

Disposals

-

-

-

-

-

As at 31 December 2014

-

510

13,830

135

14,475

Exchange adjustments

4

(29)

627

1

603

Charge for the year

150

372

-

217

739

Disposals

-

(322)

-

(88)

(410)

As at 31 December 2015

154

531

14,457

265

15,407

Carrying amount

As at 31 December 2015

5,502

4,378

15,796

721

26,397

As at 31 December 2014

5,411

1,490

15,755

434

23,090

Goodwill acquired through business combinations has been allocated to cash generating units, (which are also operating and reportable segments) for impairment testing as shown in the table below, including the carrying amount for each unit.

Cash generating units

2015

£000

2014

£000

Insurance Investments Division ('IID')

474

474

Insurance Services Division ('ISD')

14,451

14,410

Underwriting Management Division ('UMD')

871

871

Total

15,796

15,755

The recoverable amount of these cash generating units is determined based on a value in use calculation using cash flow projections from financial budgets approved by senior management. As a result of the analysis, no impairment was required for these cash generating units.

Key assumptions used in value in use calculations

The calculation of value in use for the units is most sensitive to the following assumptions:-

· Discount rates, which represent the current market assessment of the risks specific to each cash generating unit, regarding the time value of money and individual risks of the underlying assets which have not been incorporated in the cash flow estimates. The pre-tax discount rate applied to the cash flow projections is 10.0% (2014: 10.0%). The discount rate calculation is based on the specific circumstances of the Group and its operating segments and derived from its weighted average cost of capital ('WACC') with uplift for expected increases in interest rates. The WACC takes into account both debt and equity. The cost of equity is derived from the expected investment return.

· Reductions in operating expenses, which are linked to management expectations of the run-off of the insurance business managed by ISD.

· Growth rate used to extrapolate cash flows beyond the budget period, based on published industry standards. Cash flows beyond the four-year period are extrapolated using a 10.0% growth rate (2014: 10.0%).

The Directors believe that no foreseeable change in any of the above key assumptions would require an impairment of the carrying amount of goodwill.

15. Property, plant and equipment

Computer

equipment

Motor

vehicles

Office

equipment

Leasehold improvements

Total

£000

£000

£000

£000

£000

Cost

As at 1 January 2014

1,673

34

1,995

97

3,799

Exchange adjustments

11

1

5

49

66

Acquisition of subsidiaries

21

-

45

(21)

45

Additions

322

-

149

233

704

Disposals

(46)

-

(49)

-

(95)

As at 31 December 2014

1,981

35

2,145

358

4,519

Exchange adjustments

61

1

(16)

58

104

Acquisition of subsidiaries

-

-

-

-

-

Additions

121

-

78

2

201

Disposals

(330)

-

(332)

-

(662)

As at 31 December 2015

1,833

36

1,875

418

4,162

Depreciation

As at 1 January 2014

993

12

1,300

54

2,359

Exchange adjustments

9

1

5

35

50

Charge for the year

302

10

316

48

676

Disposals

(45)

-

(49)

-

(94)

As at 31 December 2014

1,259

23

1,572

137

2,991

Exchange adjustments

39

-

17

39

95

Charge for the year

324

8

321

66

719

Disposals

(251)

-

(332)

-

(583)

As at 31 December 2015

1,371

31

1,578

242

3,222

Carrying amount

As at 31 December 2015

462

5

297

176

940

As at 31 December 2014

722

12

573

221

1,528

As at 31 December 2013

680

22

695

43

1,440

As at 31 December 2015, the Group had no significant capital commitments (2014: none). The depreciation charge for the year is included in operating expenses.

16. Investment properties and financial assets

2015

£000

2014

£000

a.

Investment properties

As at 1 January

973

1,019

Exchange adjustment

(3)

(46)

Disposals

(200)

-

As at 31 December

770

973

b. Financial investment assets at fair value through profit or loss (designated at initial recognition)

2015

£000

2014

£000

Equities

13,551

18,539

Debt securities - fixed interest rate

126,053

144,749

139,604

163,288

In the normal course of business insurance company subsidiaries have deposited investments in 2015 of £Nil (2014: £65k) in respect of certain contracts in escrow which can only be released or withdrawn with the approval of the appropriate regulatory authority.

Included in the above amounts are £15,389k (2014: £35,915k) pledged as Funds at Lloyd's to support the Group's underwriting activities in 2015. Lloyd's has the right to apply these monies in the event the corporate member fails to meet its obligations. These monies are not available to meet the Group's own working capital requirements and can only be released with Lloyd's permission. Also included in the above amounts are £24,767k (2014 - £Nil) of funds withheld as collateral for certain of the Group's reinsurance contracts.

c. Shares in subsidiary and associate undertakings

The Company had interests in the following subsidiaries and associate at 31 December 2015:-

% of ordinary shares held via:-

Country of incorporation/ registration

The Company

Subsidiary and associate undertakings

Overall effective % of share capital held

Principal activity and name of subsidiaries/associate

Insurance Investments Division

Randall & Quilter II Holdings Limited

England and Wales

-

100

100

Alliance Insurance Agents Limited

Cyprus

-

100

100

Alma Vakuutus OY

Finland

-

100

100

Armitage International Insurance Company, Ltd

Bermuda

-

100

100

Berda Developments Limited

Bermuda

-

100

100

Capstan Insurance Company Limited

Guernsey

-

100

100

FNF Title Company Limited

Malta

100

-

100

Goldstreet Insurance Company

USA

-

100

100

Hickson Insurance Limited

Isle of Man

-

100

100

IC Insurance Limited

England and Wales

100

-

100

La Licorne Compagnie de Reassurances SA

France

-

100

100

La Metropole Compagnie Belge d'Assurance SA

Belgium

-

100

100

Pender Mutual Insurance Company Limited

Isle of Man

-

100

100

R&Q Capital No. 1 Limited

England and Wales

-

100

100

R&Q Capital No. 2 Limited

England and Wales

-

100

100

R&Q Capital No. 4 Limited

England and Wales

100

-

100

R&Q Capital No. 5 Limited

England and Wales

100

-

100

R & Q Cyprus Ltd

Cyprus

100

-

100

R&Q (Gibraltar) Limited

Gibraltar

100

-

100

R&Q Insurance (Malta) Limited

Malta

-

100

100

R&Q Liquidity Management Limited

England and Wales

-

100

100

R&Q Malta Holdings Limited

Malta

-

100

100

R&Q Re (Bermuda) Limited

Bermuda

-

100

100

R&Q Reinsurance Company

USA

-

100

100

R&Q Reinsurance Company (UK) Limited

England and Wales

-

100

RQLM Limited

Bermuda

100

-

100

Southern Illinois Land Company

USA

-

100

60

Transport Insurance Company

USA

-

100

100

Insurance Services Division

Randall & Quilter IS Holdings Limited

England and Wales

-

100

100

Randall & Quilter Captive Holdings Limited

England and Wales

-

100

100

A. M. Associates Insurance Services Limited

Canada

-

100

100

Callidus Secretaries Limited

England and Wales

-

100

100

R&Q CalSol Limited

England and Wales

-

100

100

Excess and Treaty Management Corporation

USA

-

100

100

Grafton US Holdings Inc.

USA

-

60

60

JMD Specialist Insurance Services Group Limited

England and Wales

-

100

100

JMD Specialist Insurance Services Limited

England and Wales

-

100

100

John Heath & Company Inc

USA

-

100

100

LBL Acquisitions, LLC

USA

-

100

60

R&Q Archive Services Limited

England and Wales

-

100

100

R&Q Broker Services Limited

England and Wales

-

100

100

R&Q Captive Management LLC

USA

-

100

100

R&Q Central Services Limited

England and Wales

-

100

100

R&Q CG Limited

England and Wales

-

100

100

R&Q Healthcare Interests LLC

USA

-

100

100

R&Q Insurance Management (Gibraltar) Limited

Gibraltar

100

100

R&Q Insurance Management (IOM) Limited

Isle of Man

-

100

100

R&Q Insurance Services Limited

England and Wales

-

100

100

R&Q Intermediaries (Bermuda) Limited

Bermuda

-

100

100

R&Q KMS Management Limited

England and Wales

-

100

100

R&Q Market Services Limited

England and Wales

-

100

100

R&Q Quest (SAC) Limited

Bermuda

-

100

100

R&Q Quest Insurance Limited

Bermuda

-

100

100

R&Q Quest Management Services (Cayman) Limited

Cayman Isl.

-

100

100

R&Q Quest Management Services Limited

Bermuda

-

100

100

R&Q Quest PCC, LLC

USA

-

100

100

R&Q Services Holding Inc

USA

-

100

100

R&Q Solutions LLC

USA

-

100

100

R&Q Triton AS

Norway

-

100

100

R&Q Triton Claims AS

Norway

-

100

100

R&Quiem Financial Services Limited

England and Wales

-

100

100

R&Quiem Limited

England and Wales

-

100

100

Randall & Quilter America Holdings Inc

USA

-

100

100

Randall & Quilter Bermuda Holdings Limited

Bermuda

-

100

100

Randall & Quilter Canada Holdings Limited

Canada

-

100

100

Randall & Quilter Healthcare Holdings Inc.

USA

-

100

100

Reinsurance Solutions Limited

England and Wales

-

100

100

Requiem America Inc

USA

-

100

100

Risk Transfer Underwriting Inc.

USA

-

100

60

RSI Solutions International Inc

USA

-

100

100

Syndicated Services Company Inc

USA

-

100

100

Underwriting Management

Randall & Quilter Underwriting Management Holdings Limited

England and Wales

-

100

100

Accredited Holding Corporation

USA

-

100

100

Accredited Surety & Casualty Company, Inc.

USA

-

100

100

Accredited Group Agency Inc.

USA

-

100

100

Accredited Bond Agencies Inc.

USA

-

100

100

DTW 1991 Underwriting Limited

England and Wales

-

100

100

R&Q Commercial Risk Services Limited

England and Wales

-

100

100

R&Q Managing Agency Limited

England and Wales

-

100

100

R&Q MGA Limited

England and Wales

-

100

100

R&Q Risk Services Canada Limited

Canada

-

100

100

Synergy Insurance Services (UK) Limited

England and Wales

-

100

100

Trilogy Managing General Agents Limited

England and Wales

-

30

30

Others

RQIH Limited

England and Wales

100

-

100

R&Q Oast Limited

England and Wales

-

100

100

R&Q Secretaries Limited

England and Wales

-

100

100

17. Insurance and other receivables

2015

£000

2014

£000

Receivables arising from direct insurance operations

14,444

20,158

Receivables arising from reinsurance operations

57,345

41,880

Insurance receivables

71,789

62,038

Trade receivables

5,221

5,218

Other receivables

23,288

20,932

Purchased reinsurance receivables

5,997

10,629

Prepayments and accrued income

13,565

15,966

48,071

52,745

Total

119,860

114,783

Included in receivables arising from reinsurance operations is £4,063k (2014 - £Nil) in respect of amounts due under certain reinsurance contracts which are not expected to be received within 12 months.

Included in purchased reinsurance receivables is £2,656k (2014: £8,019k) which is expected to be received within 12 months. The remainder of the balance is expected to be received after 12 months.

Included in other receivables is an amount of £560k (2014: £280k) held in escrow in respect of the defined benefit scheme.

The carrying amounts disclosed above reasonably approximate their fair values at the period end date.

18. Cash and cash equivalents

2015

£000

2014

£000

Cash at bank and in hand

69,325

46,770

Included in cash and cash equivalents is £502k (2014: £480k) being funds held in escrow accounts in respect of guarantees provided to the Institute of London Underwriters. The increase is due to exchange movements.

In the normal course of business, insurance company subsidiaries will have deposited funds in respect of certain contracts which can only be released with the approval of the appropriate regulatory authority.

The carrying amounts disclosed above reasonably approximate their fair values at the period end date.

Insurance broking fiduciary funds of £15,427k (2014: £22,994k), which are used to pay premiums to underwriters and settle claims to policy holders, are not included in the above cash balances.

19. Insurance and other payables

2015

£000

2014

£000

Structured liabilities

357,802

347,848

Structured settlements

(357,802)

(347,848)

-

-

Payables arising from reinsurance operations

5,402

4,569

Payables arising from direct insurance operations

893

1,396

Insurance payables

6,295

5,965

Trade payables

998

2,173

Other taxation and social security

1,077

724

Other payables

16,802

23,567

Accruals and deferred income

5,622

6,568

24,499

33,032

Total

30,794

38,997

The carrying amounts disclosed above reasonably approximate their fair values at the period end date.

Included in other payables is £1,363k in respect of various liabilities arising in the Southern Illinois Land Company in respect of potential subsidence and workers compensation claims. The subsidence claims have been discounted and the potential undiscounted amount of all future payments is £12,439k.

Structured Settlements

No new structured settlement arrangements have been entered into during the year. The movement in these structured liabilities during the period is primarily due to exchange movements. The Group has paid for annuities from third party life insurance companies for the benefit of certain claimants. In the event that any of these life insurance companies were unable to meet their obligations to these annuitants, any remaining liability would fall upon the respective insurance company subsidiaries. The subsidiary company retains the credit risk in the unlikely event that the life insurance company defaults on its obligations to pay the annuity amounts. The Directors believe that, having regard to the quality of the security of the life insurance companies together with the reinsurance available to the relevant Group insurance companies, the possibility of a material liability arising in this way is very unlikely. The life companies will settle the liability directly with the claimants and no cash will flow through the Group. These annuities have been shown as reducing the insurance companies' liabilities to reflect the substance of the transactions and to ensure that the disclosure of the balances does not detract from the users' ability to understand the Group's future cash flows.

Segregated Cells

R&Q Quest (SAC) Limited ('Quest') is a segregated cell company in which assets and liabilities are held separately in segregated cells. The assets and liabilities of the segregated cells and the profits and losses of each cell are not available for use by Quest and as such only the assets and liabilities of the Group-owned cells are included in the Consolidated Statement of Financial Position. Excluding Group-owned cells, the amounts held on behalf of the segregated cells as at 31 December 2015 amount to £28,017k (2014: £40,018k).

RQLM Limited ('RQLM') is a segregated cell company in which assets and liabilities are held separately in segregated cells. The assets and liabilities of the segregated cells and the profits and losses of each are not available for use by the Group and as such only the assets and the liabilities of the Groups share of cells are included in the Consolidated Statement of Financial Position. The amounts held on behalf of the third parties as at 31 December 2015 amount to £7,668k.

20. Financial liabilities

2015

£000

2014

£000

Amounts owed to credit institutions

37,492

27,117

Amounts due to credit institutions are payable as follows:-

2015

£000

2014

£000

Less than one year

6,949

27,117

Between one to five years

16,284

-

Over five years

14,259

-

37,492

27,117

As outlined in Note 31, £19,953k (2014: £24,879k) owed to credit institutions is secured by debentures over the assets of the Company and several of its subsidiaries.

During the year a subsidiary issued subordinated debt for €20m at a margin of 6.7% above EURIBOR and is repayable in 2025.

21. Insurance contract provisions and reinsurance balances

2015

2014

Live

Run-off

Total

Live

Run-off

Total

£000

£000

£000

£000

£000

£000

Gross

Insurance contract provisions at 1 January

16,189

346,694

362,883

8,105

315,843

323,948

Claims paid

(4,664)

(41,431)

(46,095)

(2,447)

(44,177)

(46,624)

Increases in provisions arising from the acquisition of subsidiary undertakings and Syndicate participations

-

12,147

12,147

-

28,082

28,082

Increase/(decrease) in claims provisions

12,018

15,873

27,891

6,842

31,076

37,918

Increase/(decrease) in unearned premium reserve

4,012

(92)

3,920

3,496

500

3,996

Net exchange differences

347

15,709

16,056

193

15,370

15,563

As at 31 December

27,902

348,900

376,802

16,189

346,694

362,883

Reinsurance

Reinsurers' share of insurance contract provisions at 1 January

1,926

169,478

171,404

494

157,188

157,682

Reinsurers' share of gross claims paid

(292)

(25,922)

(26,214)

11

(26,486)

(26,475)

Increases in provisions arising from the acquisition of subsidiary undertakings and Syndicate participations

-

864

864

-

3,932

3,932

Increase/(decrease) in claims provisions

1,208

25,383

26,591

603

26,044

26,647

Increase/(decrease) in unearned premium reserve

(410)

81

(329)

868

(130)

738

Net exchange differences

10

4,885

4,895

(50)

8,930

8,880

As at 31 December

2,442

174,769

177,211

1,926

169,478

171,404

Net

Net insurance contract provisions at 1 January

14,263

177,216

191,479

7,611

158,655

166,266

Net claims paid

(4,372)

(15,509)

(19,881)

(2,458)

(17,691)

(20,149)

Increases in provisions arising from the acquisition of

-

-

subsidiary undertakings and Syndicate participations

-

11,283

11,283

-

24,150

24,150

Increase/(decrease) in claims provisions

10,810

(9,510)

1,300

6,239

5,032

11,271

Increase/(decrease) in unearned premium reserve

4,422

(173)

4,249

2,628

630

3,258

Net exchange differences

337

10,824

11,161

243

6,440

6,683

As at 31 December

25,460

174,131

199,591

14,263

177,216

191,479

The carrying amounts disclosed above reasonably approximate their fair values at the period end date.

Assumptions, changes in assumptions and sensitivity

The assumptions used in the estimation of provisions relating to insurance contracts are intended to result in provisions which are sufficient to settle the net liabilities from insurance contracts. The amounts presented above include estimates of future reinsurance recoveries expected to arise on the settlement of the gross insurance liabilities, including £30,792k (2014 - £Nil) in respect of the reinsurance contract collateralised by the funds withheld disclosed in Note 16 (b).

Provision is made at the period end date for the estimated ultimate cost of settling all claims incurred in respect of events and developments up to that date, whether reported or not.

As detailed in Note 3, significant uncertainty exists as to the likely outcome of any individual claim and the ultimate costs of completing the run off of the Group's insurance operations.

The provisions carried by the Group for its insurance liabilities are calculated using a variety of actuarial techniques. The provisions are calculated and reviewed by the Group's internal actuarial team; in addition the Group periodically commissions independent reviews by external actuaries. The use of external actuaries provides management with additional comfort that the Group's internally produced statistics and trends are consistent with observable market information and other published data.

As detailed in Note 2 (h), when preparing these Consolidated Financial Statements, provision is made for all costs of running off the business of the insurance company subsidiaries to the extent that these costs exceed the estimated future investment return expected to be earned by those subsidiaries. Provision is also made for all costs of running off the underwriting years for those Syndicates treated as being in run-off on which the Group participates. The quantum of the costs of running off the business and the future investment income has been determined through the preparation of cash flow forecasts over the anticipated period of the run-off, using internally prepared budgets and forecasts of expenditure, investment income and actuarially assessed settlement patterns for the gross provisions. The gross costs of running off the business are estimated to be fully covered by the estimated future investment income. Provisions for outstanding claims and IBNR are initially estimated at a gross level and a separate calculation is carried out to estimate the size of reinsurance recoveries. Insurance companies and Syndicates within the Group are covered by a variety of treaty, excess of loss and stop loss reinsurance programmes.

The provisions disclosed in the Consolidated Financial Statements are sensitive to a variety of factors including:-

• Settlement and commutation activity of third party lead reinsurers

• Development in the status of settlement and commutation negotiations being entered into by the Group

• The financial strength of the Group's reinsurers and the risk that these entities could, in time, become insolvent or could otherwise default on payments

• Future cost inflation of legal and other advisors who assist the Group with the settlement of claims

• Changes in statute and legal precedent which could particularly impact provisions for asbestos, pollution and other latent exposures

• Arbitration awards and other legal precedents which could particularly impact upon the presentation of both inwards and outwards claims on the Group's exposure to major catastrophe losses

A 1 percent reduction in the net technical provisions would increase net assets by £1,996k (2014: £1,915k).

22. Current and deferred tax

Current tax

2015

2014

£000

£000

Current tax assets

4,569

3,835

Current tax liabilities

(7,943)

(5,855)

Net current tax liabilities

(3,374)

(2,020)

Deferred tax

Deferred tax is calculated in full on temporary differences under the liability method using tax rates of 18% for the UK (2014: 20%) and 34% for the US (2014: 34%).

Deferred tax assets have been recognised in respect of all tax losses and other temporary differences giving rise to deferred tax assets where it is probable that these assets will be recovered.

The movements in deferred tax assets and liabilities during the year are shown below. The movement in deferred tax is recorded in the income tax charge in the Consolidated Income Statement.

Deferred tax assets and liabilities are only offset where there is a legally enforceable right of offset and there is an intention to settle the balances on a net basis.

Deferred tax

assets

Deferred

tax

liabilities

Total

£000

£000

£000

As at 1 January 2014

5,292

(2,602)

2,690

Movement in year

2,569

(907)

1,662

As at 31 December 2014

7,861

(3,509)

4,352

Movement in year

(2,021)

682

(1,339)

As at 31 December 2015

5,840

(2,827)

3,013

The movement on the deferred tax account is shown below:-

Accelerated

capital

allowances

Trading

losses

Pension

scheme

deficit

Other

temporary

differences

Total

£000

£000

£000

£000

£000

As at 1 January 2014

102

2,466

634

(512)

2,690

Movement in year

(68)

1,789

1,018

(1,077)

1,662

As at 31 December 2014

34

4,255

1,652

(1,589)

4,352

Movement in year

30

1,145

(681)

(1,833)

(1,339)

As at 31 December 2015

64

5,400

971

(3,422)

3,013

Movements in the provisions for deferred taxation are disclosed in the Consolidated Financial Statements as follows:-

On acquisition

of subsidiary

Exchange

adjustment

Deferred tax

in income

statement

Deferred tax

in statement of
comprehensive

income

Total

£000

£000

£000

£000

£000

Movement in 2014

(1,243)

95

1,805

1,005

1,662

Movement in 2015

(1,431)

333

336

(577)

(1,339)

The analysis of the deferred tax assets relating to tax losses is as follows:-

2015

2014

£000

£000

Deferred tax assets - relating to trading losses

Deferred tax assets to be recovered after more than 12 months

5,071

3,465

Deferred tax assets to be recovered within 12 months

329

790

Deferred tax assets

5,400

4,255

Deferred tax assets are recognised for tax losses carried forward to the extent that the realisation of the related tax benefit through future taxable profits is probable.

The Directors have prepared forecasts which indicate that, excluding the deferred tax asset on the pension scheme deficit, the deferred tax assets will substantially reverse over the next six years.

The above deferred tax assets arise mainly from temporary differences and losses arising on the Group's US insurance companies in run-off. Under local tax regulations these losses and other temporary differences are available to offset against the US subsidiaries' future taxable profits in the Group's US Insurance Services Division as well as any future taxable results that may arise in the US insurance companies in run-off.

The Group's total deferred tax asset includes £5,400k (2014: £4,255k) in respect of trading losses carried forward. The tax losses have arisen in individual legal entities and will be used as future taxable profits arise in those legal entities, though substantially all of the unused tax losses for which a deferred tax asset has been recognised arises in the US subgroup.

The deferred tax assets are not wholly recoverable within 12 months.

23. Share capital

Number of shares

Ordinary shares

Share premium

Treasury shares*

Total

£000

£000

£000

£000

At 1 January 2014

71,776,080

1,435

23,392

(54)

24,773

Issue of P-S shares

143,552,160

6,029

(6,029)

-

-

Redemption/Cancellation of P-S shares

(143,552,160)

(6,029)

-

-

(6,029)

Movement in treasury shares

-

-

-

(121)

(121)

At 31 December 2014

71,776,080

1,435

17,363

(175)

18,623

Issue of ordinary shares

58,759

2

37

-

39

Issue of T-U shares

143,596,678

6,031

(6,031)

-

Redemption/Cancellation of T-U shares

(143,596,678)

(6,031)

-

-

(6,031)

Movement in treasury shares

-

-

-

175

175

At 31 December 2015

71,834,839

1,437

11,369

-

12,806

* Nil shares (2014: 100,190)

2015

£

2014

£

Allotted, called up and fully paid

71,834,839 ordinary shares of 2p each

(2014: 71,776,080 ordinary shares of 2p each)

1,436,695

1,435,522

1 Preference A Share of £1

1

1

1 Preference B Share of £1

1

1

1,436,697

1,435,524

Included in Equity

2015

£

2014

£

71,834,839 ordinary shares of 2p each

(2014: 71,776,080 ordinary shares of 2p each)

1,436,695

1,435,522

1 Preference A Share of £1

1

1

1 Preference B Share of £1

1

1

1,436,697

1,435,524

Cumulative Redeemable Preference Shares

Preference A and B Shares have rights, inter alia, to receive distributions in priority to ordinary shares of distributable profits of the Company derived from certain subsidiaries:-

• Preference A Share:- one half of all distributions arising from the Company's investment in R&Q Reinsurance Company up to a maximum of $5,000k.

• Preference B Share:- one half of all distributions arising from the Company's investment in R&Q Reinsurance Company (UK) Limited up to a maximum of $10,000k.

The Preference A and Preference B Shares have been classified as equity on the basis that redemption dates are not prescribed in the Memorandum and Articles of Association and as such there is no contractual obligation to deliver cash. No distributions have been made to date by either R&Q Reinsurance Company or R&Q Reinsurance Company (UK) Limited.

Shares issued

During the year the Group issued T and U shares (with an aggregate value of £6,031k) (2014: P,Q, R, and S shares (with an aggregate value of £6,029k)) which were all cancelled. Of these amounts, £nil (2014: £5k) was payable to the Employee Benefit Trust.

On 10 December 2015 36,500 new shares were allotted to employees as part of their incentive package.

Share options

The Group historically operated a long term incentive plan 'LTIP' which has now closed. However a small number of options continue to exist under this plan. The options have all vested but lapse on the tenth anniversary of the date of grant, or the holder ceasing to be an employee of the Group.

Notwithstanding the above the Group has granted options from time to time that are not part of any formal scheme although the terms of the grants do closely follow the terms of the predecessor Unapproved scheme which formed part of the LTIP referred to above.

Neither the Company nor the Group has any legal or constructive obligation to settle or repurchase the options in cash.

Treasury shares

During 2015, the Company transferred 100,190 ordinary shares to meet option exercises. At 31 December 2015 there were no shares held in Treasury.

Movements in the number of share options and their related exercise price are as follows:-

Weighted

average

exercise price

2015

pence

Number of options 2015

Weighted average exercise price

2014

pence

Number of options

2014

Outstanding at 1 January

66.0

115,000

67.2

165,000

Exercised

2.0

(122,449)

19.1

(198,148)

Granted

2.0

142,449

2.0

148,148

At 31 December

56.5

135,000

66.0

115,000

The total number of options in issue during the year has given rise to a charge to the Consolidated Income Statement of £159k (2014: £213k) based on the fair values at the time the options were granted.

The fair value of the share options was determined using the Binomial option pricing method. The parameters used are detailed below. The volatility measured at the standard deviation of continuously compounded share returns is based on statistical analysis of the daily share price over a 100 day period.

2015 options

2014 options

Weighted average fair value

57.3 pence

91.1 pence

Weighted average share price

113.8 pence

157.1 pence

Exercise price

56.5 pence

66.0 pence

Expiry date

10 years after granting

10 years after granting

Vesting period

3 years

3 years

Volatility

21.0%

21.0%

Dividend yield

8.5%

8.5%

Expected option life

3 years

3 years

Annual risk free interest rate

0.91%

0.91%

The options outstanding at 31 December 2015 are all exercisable and had a weighted average remaining contractual life of 4.0 (2014: 4.1) years.

The range of prices on the outstanding share options is 2.0 pence to 70.0 pence.

24. Employee Benefit Trust

The Employee Benefit Trusthas purchased no ordinary shares and released no ordinary shares deemed to be held in Treasury during the year to give a holding at the year end of £nil (2014: nil). The value at the year end was £nil (2014: £nil).

The EBT was formally closed on 18 December 2015.

25. Employees and Directors

Employee benefit expense for the Group during the year

2015

£000

2014

£000

Wages and salaries

33,057

29,578

Social security costs

3,085

2,917

Pension costs

1,948

2,096

Share based payment charge

150

213

38,240

34,804

Pension costs are recognised in operating expenses in the Consolidated Income Statement and include £1,948k (2014: £2,096k) in respect of payments to defined contribution schemes and £nil (2014: £nil) in respect of closed defined benefit schemes.

Average number of employees

2015

Number

2014

Number

Group executives & support services

79

72

Insurance Services Division

206

214

Insurance Investments Division

12

14

Underwriting Management Division

148

100

445

400

Total number of employees as 31 December 2015 was 436 (2014: 463).

Remuneration of the Directors and key management

2015

£000

2014

£000

Aggregate Director emoluments

1,417

1,511

Aggregate key management emoluments

1,418

1,496

Share based payments - Directors

150

197

Share based payments - key management

-

16

Director pension contributions

38

50

Key management pension contributions

42

97

3,065

3,367

Highest paid Director

Aggregate emoluments

727

800

Key management refers to employees who are Directors of subsidiaries within the Group but not members of the Group's Board of Directors.

Directors' emoluments

Name

Salary

Pension

Bonus

Share options

Overseas living expenses

Total

Total

£000

£000

£000

£000

£000

£000

$000

K E Randall

326

-

-

-

-

326

500

A K Quilter

262

-

-

-

-

262

-

T A Booth

269

38

150

150

120

727

1,113

M G Smith

150

-

-

-

-

150

-

A H F Campbell

75

-

-

-

-

75

-

P A Barnes

65

-

-

-

-

65

100

T A Booth, K E Randall and P A Barnes have been remunerated in US dollars.

One Director has retirement benefits accruing under money purchase pension schemes (2014: Two). In the year, T A Booth was granted share options in respect of qualifying services under a long term incentive plan over 122,449 shares with a fair value of £150k (2014: 148,148 shares with a fair value of £197k) and the expense has been charged to the Consolidated Income Statement over the course of the vesting period.

26. Pension commitments

The Group operates one defined benefit scheme in the UK. The defined benefit scheme's assets are held in separate trustee administered funds. The pension cost was assessed by an independent qualified actuary. In his valuation, the actuary used the projected unit method as the scheme is closed to new employees. A full valuation of the scheme was completed as at 1 January 2012 by a qualified independent actuary.

On 2 December 2003, the scheme was closed to future accrual although the scheme continues to remain in full force and effect for members at that date.

a. Employee benefit obligations - amount disclosed in the Consolidated Statement of Financial Position

2015

£000

2014

£000

Fair value of plan assets

23,490

25,172

Present value of funded obligations

(28,887)

(33,434)

Net defined benefit liability

(5,397)

(8,262)

Related deferred tax asset

1,079

1,652

Liability in the Consolidated Statement of Financial Position

(4,318)

(6,610)

All actuarial (losses)/gains are recognised in full in the Consolidated Statement of Comprehensive Income in the period in which they occur.

b. Movement in the net defined benefit obligation and fair value of plan assets over the year

Present value of obligation

Fair value of plan assets

Deficit of funded plan

£000

£000

£000

As at 31 December 2014

(33,434)

25,172

(8,262)

Interest (expense)/income

(1,113)

831

(282)

(34,547)

26,003

(8,544)

Remeasurements:-

Return on plan assets, excluding amounts included in interest expense

-

(1,075)

(1,075)

Gain from changes in demographic assumptions

2,513

-

2,513

Gain from changes in financial assumptions

2,496

-

2,496

Experience loss

(725)

-

(725)

(30,263)

24,928

(5,335)

Employer's contributions

-

(62)

(62)

Benefit payments from the plan

1,376

(1,376)

-

As at 31 December 2015

(28,887)

23,490

(5,397)

Present value of obligation

Fair value of plan assets

Net defined benefit liability

£000

£000

£000

As at 31 December 2013

(28,570)

25,552

(3,018)

Interest (expense)/income

(1,237)

1,102

(135)

(29,807)

26,654

(3,153)

Remeasurements:-

Return on plan assets, excluding amounts included in interest income

-

(468)

(468)

Gain from changes in financial assumptions

(4,724)

-

(4,724)

Experience gain

165

-

165

(34,366)

26,186

(8,180)

Employer's contributions

-

(82)

(82)

Benefit payments from the plan

932

(932)

-

As at 31 December 2014

(33,434)

25,172

(8,262)

The Group does not expect to contribute directly to the Scheme but expects to contribute £280k to an escrow account in the next accounting year.

c. Significant actuarial assumptions

i) Financial assumptions

2015

2014

Discount rate

3.9%

3.4%

RPI inflation assumption

3.1%

3.2%

CPI inflation assumption

2.3%

2.4%

Pension revaluation in deferment:-
- CPI, maximum 5%

2.3%

2.4%

Pension increases in payment:-
- RPI, maximum 5%

3.1%

3.2%

ii) Demographic assumptions

Assumed life expectancy in years, on retirement at 60

2015

2014

Retiring today

- Males

27.4

29.5

- Females

29.9

31.8

Retiring in 20 years

- Males

28.8

33.0

- Females

31.4

35.1

d. Sensitivity to assumptions

The results of the IAS 19 valuation at 31 December 2015 are sensitive to the assumptions adopted.

The sensitivities regarding the principal assumptions used to measure the Scheme liabilities are set out below:

Assumption

Change in assumption

Change in liabilities

Discount rate

Decrease by 0.5%

Increase by 9%

Rate of inflation

Increase by 0.5%

Increase by 3%

Life expectancy

Increase by 1 year

Increase by 2%

The above sensitivity analyses are based on a change in assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The sensitivity of the defined benefit obligation to significant actuarial assumptions has been estimated, based on the average age and the normal retirement age of members and the duration of the Scheme.

e. The major categories of plan assets are as follows

As at 2015

As at 2014

£000

£000

Quoted

Un-quoted

Total

Quoted

Un-quoted

Total

Cash and cash equivalents

-

297

297

-

107

107

Investment funds:-

- equities

-

4,240

4,240

-

1,046

1,046

- bonds

-

17,408

17,408

-

13,583

13,583

- property

-

-

-

-

151

151

- cash

-

1,545

1,545

-

10,285

10,285

-

23,490

23,490

-

25,172

25,172

f. Amount, timing and uncertainty of future cash flows

The Group paid a single premium into the Scheme following the last full actuarial valuation as at 1 January 2012. Funding levels are monitored on an annual basis and the current agreed contribution rate is £280k per annum, which is based on the last triennial valuation as at 1 January 2012.

The present value of the defined benefit obligation has been estimated by projecting the results of the last full actuarial valuation as at 1 January 2012 to 31 December 2014. The table below shows an analysis by term to retirement of Scheme membership and past service liability as at the date of the last full actuarial valuation.

Term to retirement

Pensioners

0-5 years

6-10 years

11-15 years

16-20 years

21-25 years

26+ years

Proportion of total liabilities (funding basis)

36.6%

26.2%

17.8%

12.3%

6.7%

0.4%

0.0%

Number of members

48

49

36

34

36

5

0

The duration of the liabilities of the Scheme is approximately 18 years as at 31 December 2015.

27. Related party transactions

The following Directors and connected parties received distributions during the year as follows:-

2015

2014

£000

£000

K E Randall and family

1,547

1,547

A K Quilter and family

357

357

T A Booth

78

60

M G Smith

2

2

During the year, the Group recharged expenses totalling £9,612k (2014: £9,842k) to Lloyd's Syndicates 3330 and 1991, which are managed by the Group.

28. Operating lease commitments

The Group leases a number of premises under operating leases, the total future minimum lease payments payable over the remaining terms of non-cancellable operating leases are:-

2015

£000

2014

£000

Land and buildings

No later than one year

961

271

Later than one year but no later than five years

1,100

2,185

Later than five years

-

365

29. Acquisitions and divestments

Acquisitions

The Group made seven acquisitions during 2015, all of which involve legacy transactions and have been accounted for using the acquisition method of accounting.

Legacy entities and businesses

The following table shows the fair value of assets and liabilities included in the Consolidated Financial Statements at the date of acquisition of the legacy businesses:

IC

TanCayman

Kidde Re

ADIC

Golden

Rule

L&L

FNF

Total

£000

£000

£000

£000

£000

£000

£000

£000

Intangible assets

181

-

-

-

-

3,116

-

3,297

Other receivables

259

-

-

-

-

-

132

391

Cash & Investments

24,292

98

250

79

59

15,477

2,321

42,576

Other payables

(24)

-

-

-

-

-

(20)

(44)

Technical provisions

(662)

-

-

(22)

-

(10,468)

(131)

(11,283)

Deferred tax

(366)

-

-

(1,091)

-

(1,457)

Net assets acquired

23,680

98

250

57

59

7,034

2,302

33,480

Consideration paid

17,060

-

-

-

-

-

1,569

18,629

Goodwill on bargain purchase

(6,620)

(98)

(250)

(57)

(59)

(7,034)

(733)

(14,851)

In all instances, goodwill on bargain purchase was recorded on the transactions. Goodwill on bargain purchase is calculated after the alignment of accounting policies and other adjustments to the valuation of assets and liabilities to reflect their fair value at acquisition. It arises because the long-tail nature of the liabilities causes significant problems for former owners such as tying up capital and a lack of specialist staff. As a specialist service provider and manager, the Group is more efficient at managing such entities and former owners are prepared to sell at a discount on the fair value of the net assets.

In order to disclose the impact on the Group as though the legacy entities had been owned the whole year, assumptions would have to be made about the Group's ability to manage efficiently the run-off of the legacy liabilities prior to the acquisition. As a result, and in accordance with IAS 8, the Directors believe it is not practicable to disclose revenue and profit before tax as if the entities had been owned for the whole year.

Where significant uncertainties arise in the quantification of the liabilities, the Directors have estimated the fair value based on the currently available information and on assumptions which they believe to be reasonable.

The Group acquired the following legacy entities and businesses during 2015:

· On 25 September 2015, IC Insurance Limited ('IC') from AstraZeneca UK Limited and Imperial Chemicals Industries Limited. IC wrote product and general liabilities including pool arrangements and has been in run-off since 1992. Costs incurred in acquiring IC were £129k.

· On 30 September 2015, by way of novation, certain liabilities from TanCayman Insurance Company SPC Limited ('TanCayman'), a Cayman Islands domiciled segregated portfolio company. TanCayman wrote workers' compensation and employers' liability risks.

· On 16 October 2015, by way of novation, liabilities from Kidde Reinsurance Limited ('Kidde Re'), a Dublin based captive. Kidde Re wrote reinsurance liability business for various group companies.

· On 10 December 2015, by way of novation, liabilities from Automobile Dealers Insurance Company ('ADIC'), a Vermont based group captive. ADIC provided automotive, liability and workers' compensation policies from 2004 to 2009.

· On 21 December 2015, by way of novation, liabilities from Golden Rule, a Cayman Islands domiciled company. The policies transferred provided workers' compensation, general liability and automotive liability from 2000 to 2003.

· On 20 November 2015, the Court sanctioned a Part VII transfer under the Financial Services and Markets Act 2000 from Liverpool and London Steamship Protection and Indemnity Association Limited ('L&L'), a company limited by guarantee in England, to R&Q Insurance (Malta) Limited. The policies transferred provided marine protection and indemnity risks up to 2000. Costs incurred in the transfer amounted to £688k.

· On 23 December 2015, the entire issued share capital of FNF Title Company Limited ('FNF'), a company incorporated in Malta. FNF provided title insurance in the UK and other European states. Post-acquisition the portfolio has been transferred to R&Q Insurance (Malta) Limited. Costs incurred in the acquisition total £11k.

Divestment

On 27 February 2015, the Group completed the sale of its 75% ownership of R&Q Marine Services Limited to Hiscox. The agreed cash consideration was £6,750k, of which £5,063k was for the share owned by the Group. Contingent consideration was received of £1,347k, of which £1,010k was for the share owned by the Group and was received in February 2016.

30. Non-controlling interests

The following table shows the Group's non-controlling interests and movements in the year:-

31 December 2015

2015

2014

£000

£000

Non-controlling interests

Equity shares in subsidiaries

5

105

Share of retained earnings

589

3,055

Share of other reserves

(537)

1

57

3,161

Movements in the year

Balance at 1 January

3,161

1,371

(Loss)/profit for the year attributable to non-controlling interests

(229)

1,763

Exchange adjustments

2

27

Comprehensive (loss)/profit attributable to non-controlling interests

(227)

1,790

Non-controlling interests' share of dividends declared in the year

(2,861)

-

Changes in non-controlling interest in subsidiaries

(16)

-

Balance at 31 December

57

3,161

The Group now owns the non-controlling interests of R&Q Capital No. 1 Limited which had the economic benefit of 45% of the profit of the 2012 year of account of Syndicate 3330 in the 2014 and 2015 financial year. The Group owns 100% of R&Q Capital No. 1 Limited.

31. Guarantees and debentures

The Group has entered into a guarantee agreement and debenture arrangement with its bankers, along with several of its subsidiaries, in respect of the Group term loan facilities. The total liability to the bank at 31 December 2015 is £19,953k (2014: £24,879k).

The Group has the following external guarantees provided through subsidiaries:-

· R&Q Reinsurance Company (UK) Limited guarantee to MAAF Assurances in respect of La Reassurance Intercontinentale (now part of La Licorne Compagnie de Reassurances SA) up to €1,600k.

· In December 2013, the Group entered into a guarantee with the Institute of London Underwriters in respect of old policy liabilities which had previously been guaranteed by Tryg Forsikring AS and subsequently indemnified by Chevanstell Limited (transferred into R&Q Insurance Malta Limited in December 2013). The limit of this guarantee is £1,500k.

32. Contingent liabilities

Prior to its acquisition by the Group during 2014, a subsidiary undertook projects to advise members of defined benefit pension schemes where the members received incentivised transfer offers from their employer. Following the conclusion of an internal review earlier in the year, work continued on finalising the quantum of loss that clients of the subsidiary may have suffered and the amount of compensation that they might be entitled to, calculated actuarially, by reference toFinancial Ombudsman Serviceguidelines. As a result of this work, and having regard to the warranties, indemnities and indemnity insurance in place at the time of acquisition, the Directors have concluded no further provision is required.

33. Foreign exchange rates

The Group used the following exchange rates to translate foreign currency assets, liabilities, income and expenses into sterling, being the Group's presentational currency:-

2015

2014

Average

Year end

Average

Year end

US dollar

1.53

1.49

1.65

1.56

Euro

1.37

1.38

1.24

1.27

34.Events after the reporting date

Divestment

On the 26 February, the Group completed the sale of the Synergy business to Plum Underwriting. The agreed cash consideration was £625k.

Acquisition

On 24 March 2016, the Group acquired the entire issued share capital of Rank Insurance Limited, a Guernsey domiciled captive company in run-off, from Rank Overseas Holdings Limited.

The consideration paid by the Group was £1. Rank Insurance Limited had claims reserves as at 31 December 2015 amounting to £5k and shareholders' funds of £251k.

35. Ultimate controlling party

The Directors consider that the Group has no ultimate controlling party.

R&Q - Randall & Quilter Investment Holdings plc published this content on 25 April 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 18 May 2016 11:37:14 UTC.

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