The following is the text only version of the RISCOS Ltd Annual Report 2002. The definitive version of the report is the PDF version, and in the event of any discrepancies the PDF version should be consulted. The page numbers relate to the original printed version. RISCOS Ltd ---------- 3rd Annual Report Year ended 31st January 2002 Contents -------- Managing Director's Report 3 Officers 3 Director's Statement of Responsibilities 3 Status 3 Activities 3 Management 3 Employees 3 Membership 3 Data Protection Act 4 Finances 4 Premises 4 Director's Interests 4 A and B Shareholders 4 Loanstock 4 Dividends 4 Charitable & Political Donations 4 Legal Advisors 4 Enterprise Investment Scheme 4 Mission Statement 4 Annual General Meeting 2001 4 The outlook 2002/2003 5 Embedded RISC OS 5 Support for new Printers 5 RISC OS Internet Suite 5 RISC OS Select plans 5 PC basd Acorn Emulators 5 AMS Sub-Licensees 5 Castle Technology 6 RiscStation 6 MicroDigital 7 Millipede 7 New RISC OS Licensees 7 Running RISC OS stickers 8 Staffing 8 Income 8 RISC OS 4 Sales Report 9 RISC OS Select Subscriptions Report 10 Registered Developers 10 The RISC OS Foundation Report 11 Authorised Installers 11 Promotional activities 12 RISCOS Ltd Web Sites 12 ARM powered marketing tagline 12 The new RISC OS icon 13 RISC OS promotional brochure 13 Annual General Meeting 2002 13 Appendices 1. Administrative details 16 2. Financial Statements Auditors Report 17 Profit and Loss Account 18 Balance Sheet 19 Notes to Financial Statements 20 3. Members list 23 4. Magazine Adverts 24 5. RISC OS Select Trivia 25 This report, is the third since the incorporation of RISCOS Ltd and covers the year from 1st February 2001 until 31st January 2002. RISCOS Ltd has now completed its third year of operation with an increase in Turnover and improved Gross Profit. During the year the company has worked on a number of projects for other companies. The major effort has however been put into the RISC OS Select Scheme, which was officially launched in September 2001. 674 subscriptions to the scheme had been taken at the year end, which has risen to 825 at the date of this report. Our target is to reach 1,000 subscribers by September 2002. As part of a desire to expand into new markets we have announced the availability of an "Embedded" version of RISC OS. This version of RISC OS is aimed at companies who either currently buy standard RISC OS computers and then cannibalise them to fit into custom boxes, or else are designing new small profile motherboards to incorporate into various products. By offering a "Lego bricks" version of RISC OS which only includes the bits the customer wants, rather than the whole computer and operating system I hope that we can escape from the current limitations of the desktop market. We currently have two potential licensees developing new products that are planning to use a custom build of Embedded RISC OS. Unfortunately RISC OS isn't going to suddenly start appearing in wrist watches or mobile phones, as these are currently outside of our licenced market, but I certainly hope that getting RISC OS running on products like the netBook via the Ron Project (RISC OS on netBook) will open up new opportunities for RISC OS to expand its usage where other Acorn products were previously used. The future availability of 26 bit capable ARM processors is still very unclear and the move to solely 32 bit versions of RISC OS will require a lot of work by third party software developers to provide the same range of software as is currently available in the 26 bit world. Whilst a newcomer to the RISC OS market who purchases a 32 bit computer may do so in order to run one or two specific pieces of software, the current 26 bit desktop user is going to be faced with a significant outlay in order to convert to using a 32 bit only processor. Consequently I believe that the demand for 26 bit versions of RISC OS and the improvements we have made via the Select scheme will continue for quite some while yet, even if development of a 32 bit version of RISC OS was to make possible the launch of any new 32 bit only computers. RISCOS Ltd currently funds its products on a "per project" basis. As we are solely a software development company, any development has to be funded exclusively from income from that product, rather than profit from hardware subsidising software development. 2002 will be the year when the company will have to decide if and how it will fund future development of 32 bit RISC OS and supporting applications. The choice will either be by further investment from current investors, or by a small round of finance from external investors or a large expansion along the lines of the "Lets Get Big" proposal first suggested in 2000. Paul Middleton Managing Director Officers -------- Company Secretary: Laurence van Someren Managing Director: Paul Middleton Auditors: Owens Thomas Director's Statement of Responsibilities ---------------------------------------- As required by company law, the Director is responsible for the preparation of financial statements which give a true and fair view of the state of affairs of the Company for the year ended 31st January 2002. In preparing the financial statements, suitable accounting policies have been used and applied consistently and reasonable and prudent judgements and estimates have been made. The financial statements are prepared in accordance with applicable accounting standards and on a going concern basis. The Director is also responsible for ensuring that adequate accounting records are maintained and that there are adequate procedures in place to safeguard the assets of the Company and to prevent fraud and other irregularities. Status ------ The Company is registered as a Private Limited Company limited by shares. Registration number 3694488. It is governed by its Memorandum and Articles of Association. Activities ---------- RISCOS Ltd is primarily involved in the development of the RISC OS Operating System for ARM processor based personal computers, which it licensed from Element 14 Ltd in March 1999. That license was then acquired by Pace Micro Technology plc to whom RISCOS Ltd pays a royalty for each copy of RISC OS sold directly to end-users or licensed to Authorised Manufacturing Sub-licensees. Management ---------- During the year the Company was managed solely by the Managing Director, without any supporting Board of Directors. The following Officers were in office between 1st February 2001 and 31st January 2002: Executive Director Paul Middleton Managing Director Non-Executive Laurence van Someren Company Secretary Employees --------- The Number of Employees in Salary bands during the year was as follows:- £0 - £15,000 1 £15,000 - £19,999 0 £20,000 - £24,999 0 £25,000 - £29,999 1 £30,000 - £34,999 0 Membership ---------- A full list of members of RISCOS Ltd is included in Appendix 3. Data Protection Act ------------------- The company is registered with the Information Commissioner under the Data Protection Act 1998. Registration Number X408806X. Appropriate information obtained from RISC OS 4 and RISC OS Select sales and Foundation Memberships, is passed onto companies acting solely within the RISC OS market, under the restrictions of the Data Protection Act. Information is not given, sold, lent or hired to companies for any other purposes. Finances -------- The Statement of Financial Activities and Balance Sheet for the year ended 31st January 2002 together with the Notes to the Accounts, are included in Appendix 2. Premises -------- During the year the Company had agreements for the use of office accomodation within Pace Micro Technology plc for its Cambridge Office and from Uniqueway Ltd for its Cardiff Office. The Cambridge Office was closed in December 2001 following a review of operations. Director's Interests -------------------- Paul Middleton is a Director of Uniqueway Ltd. A and B Shareholders -------------------- Pace Micro Technology plc are beneficial holders of a 19.9% non-dilutable interest in RISCOS Ltd. That shareholding is classified as the A Shares and entitles them to appoint a Director to the Board. They are currently waiving that right. The B Shareholders own a 10% non-dilutable interest in RISCOS Ltd and also have the right to appoint one Director to the Board. They are currently waiving that right. Loanstock --------- RISCOS Ltd offered £60,000 of loanstock as part of its original fundraising. £14,000 is currently in issue which is due for repayment during 2002. A 10% Coupon is payable twice per annum on the loanstock in March and October. Dividends --------- The dividend value of the current shares is as follows:- "A" shares 19.9% "B" shares 10.0% Ordinary shares 70.1% i.e A £1,000 investment in RISCOS Ltd would currently give an entitlement to a 0.467954% share in any dividend declared. The actual dividend value of each ordinary share will depend on the number of shares in issue at any time. However in line with other IT sector companies it is currently felt that no dividends should be paid. This policy will be reviewed annually. Charitable & Political Donations -------------------------------- The Company made no Political or Charitable donations in the year. Legal Advisors -------------- Andrew Bound and Nigel Greenaway of Berry Smith Solicitors in Cardiff have advised on all legal matters throughout the year. Enterprise Investment Scheme ---------------------------- The company is registered with the Inland Revenue and has Enterprise Investment Status for the privately held shares in RISCOS Ltd. This enables eligible Investors (excluding Limited Companies and Employees) to recover 20% of the value of their investment as tax relief by completing form EIS3. Investors are also exempt from Capital Gains Tax when they dispose of their shares after 5 years. The allowance is lost if Shares are sold before the end of the 5 years. Mission Statement ----------------- Our current Mission Statement is:- 1. To provide a continued availability and route to market for the 26 bit version of RISC OS 4 originally developed by Acorn Computers. 2. Seek to find licensees for 26 bit versions of RISC OS outside the traditional Acorn markets subject to any non-competitive clauses from Pace. 3. Work with selected printer manufacturers to allow RISC OS users to continue to be able to use the latest printers produced from those manufacturers. 4. Work with its Authorised Manufacturing Sub-Licensees (AMS) to support new 26 bit hardware designs and if possible 32 bit designs. Annual General Meeting 2001 ---------------------------- The AGM was held at Pace Micro Technology, Victoria Road, Saltaire, Shipley on Friday 29th June 2001 at 11.30 am. The Managing Director delivered the Annual Report for 2000 to the members and made two presentations. The first covered the key points of the Annual Report. The second entitled "RISC OS Reality Check" included a review of the current situation of 32 bit RISC OS development and some suggestions for future developments. The afternoon presentation by Gary Stephenson of Pace Micro Technology unfortunately had to be cancelled, when he was recalled to his Cambridge Office at short notice. At the meeting Resolutions were passed to adopt the Accounts as presented in the Annual Report and re-appoint Owens Thomas as Auditors. The outlook 2002/2003 --------------------- Under the terms of the original Head Licence Agreement with Element 14, RISCOS Ltd had exclusive rights to develop and market RISC OS 4 within the markets previously served by Acorn's desktop computer products. Other companies have Agreements to market various versions of RISC OS to different markets, but RISCOS Ltd is the only company to have Source Code access in order to be able to develop its own custom versions of RISC OS without having to get Pace to produce such versions. Following discussions with Pace it is now intended to widen the marketing of RISC OS into other areas which do not compete with Pace's STB products. Having reached 5,000+ sales of RISC OS 4 as upgrades and in new machines it is apparent that the market for RISC OS 4 upgrades has now been pretty much fulfilled as far as the enthusiast market is concerned. Whilst there have been some significant sales to schools in the Independent Sector in the past year, it is clear that UK Government policy towards PC's is significantly restricting the likelihood of future sales to the State sector. I believe there are still a reasonable number of private sector schools who will remain with RISC OS and we are offering special incentives to schools who wish to upgrade their current machines to RISC OS 4. The prime goal in setting up RISCOS Ltd was to allow the rest of the old "Acorn" community to continue their respective businesses with the development of RISC OS being handled by a company that was independent of any other hardware or software company. The development of a 32 bit version of RISC OS has not been pursued by RISCOS Ltd during 2001 due to a lack of funding and engineers. Until a firm commitment is made by its current customers or the shareholders, or other investors to provide the required funds then RISCOS Ltd will remain limited to providing 26 bit versions of RISC OS. We do not have the resources to speculatively develop support for new processors without firm commitment from prospective customers. Embedded RISC OS ---------------- In late January 2002, RISCOS Ltd announced the intention to produce an Embedded version of RISC OS. Target devices will include ARM 7500, SA110 and eventually the SA1100/SA1110 (as a result of the Ron project). Other processors such as XScale and ARM 9 may be supported according to demand. The embedded version of RISC OS will be a componentised version aimed at dedicated hardware applications such as point of sale devices, internet / network terminals, portable dataloggers, process controllers etc. Embedded RISC OS will be targetted at volume products which require a limited range of features. This will provide a faster development cycle than products which require the full range of facilities expected of a desktop version. In principle it will be similar to the NCOS derivative of RISC OS previously used in Network Computers, but with the added advantage of being customisable to support the addition of third party applications as part of the ROM image. A typical example would be Point of Sale Unit, which would have the necessary POS software in ROM and would give very fast switch-on time to boot straight into the POS software. Support for new Printers ------------------------ The current RISC OS printing system has been overhauled to add the necessary hooks to allow the support of the latest range of printers which now require much more information to be sent to them. A new network capable version of !Printers called !Printers+ has been released as part of the RISC OS Select scheme which offers features such as support for Printing without the need for an icon to be present on the iconbar, and connection to new protocols such as JetDirect and LPR networked printers. It also supports configuration of Paper feeds and Output bins for dp and lj printers. Work has also been undertaken to support the latest ranges of Printers using Generic drivers being offered by a number of manufacturers who realise that there are users of platforms other than PCs who want to print. RISC OS Internet Suite ---------------------- In 2001 agreement was reached with ANT Limited for RISCOS Ltd to take over sales and development of the ANT Internet Suite (development of the Fresco Web Browser was not included in the package). The new RISC OS Internet Suite is to be made available to AMS's for bundling with new machines, as well as an upgrade for current ANT Suite users and also for direct sale to end users who do not yet have an Internet connection. It has also been made available as part of the RISC OS Select Scheme. RISC OS Select plans -------------------- The development goal of the RISC OS Select scheme is to continue to add improvements and enhancements to the 26 bit RISC OS 4 Operating System. The intention is that RISC OS should be able to provide the core requirements of a personal computer system, that can handle the current standard file formats used for email, graphics handling and web browsing. Where appropriate the RISC OS Select Scheme will include third party applications which already exist to fulfill a core requirement. RISCOS Ltd does not intend to duplicate the work of existing programs, thus where a full featured commercial program exists, we will usually try to provide a reduced functionality version with Select. We will not try and provide a fully featured application within Select that competes with an existing commercial product. Full details of the upgrades available in the RISC OS Select Scheme are available on the Select web site. http://select.riscos.com/ PC based Acorn Emulators ------------------------ In December 2001 a PC based Acorn Emulator was announced as a commercial project, by Aaron Timbrell an ex-Director of RISCOS Ltd, who has claimed that "after lengthy negotiations" with Pace Mico Technology plc he has an Agreement to distribute RISC OS 3.11 ROM images and supporting software with his product. As far as RISCOS Ltd is concerned any such Agreement would be in contravention of our Head Licence Agreement with Pace which gives RISCOS Ltd the exclusive rights to market and develop RISC OS within the desktop market. Our Solicitors have been in contact with Mr Timbrell, but no satisfactory reply has been received from him and he has made no attempt to licence RISC OS from RISCOS Ltd. This means that none of the profit from the sale of the Emulator is going to support future development of RISC OS, and that purchasers of the emulator are using a product which does not adequately reflect the current state of RISC OS development. Whilst no public statement has been made by Pace Micro Technology plc concerning the alleged "Agreement", we have received notification from them that they reserve the right to protect their intellectual property rights against anyone who abuses those rights. A common reason for people purchasing the Emulator has been to provide a portable RISC OS computer. We do not believe that the commercial sale of any PC based emulator really promotes the sales of RISC OS itself or ARM powered hardware, as has been claimed. Every user who purchases an Emulator in order to use a Windows powered PC portable as a RISC OS portable is not only putting unnecessary money into Microsoft's pocket, but is also likely to be one less purchaser of a true RISC OS portable such as the RiscStation portable. AMS Sub-Licensees ----------------- Castle Technology ----------------- Castle Technology have continued to be the leading producer of RISC OS based hardware products, with the continued production of the Risc PC and A7000 computers and the development of the Neuron range of embedded computers and a number of new interfaces. Castle Neuron 100 embedded computer Castle Technology have developed the Neuron boards for those who require ARM based technology to be embedded within a product. Two products have been announced so far. Neuron 100 - ARM7500 embedded computer. Available now Neuron 200 - StrongARM version. Available late 2002 The Neuron motherboard has small proportions (1/3 of an A4 sheet) which means it is suitable for a wide range of applications. 100 Base T Ethernet Card Castle's 10/100BaseT Network 32-bit podule card for the RiscPC and A7000 allows those computers to interact with high bandwidth networks. This upgrade is one of a new series of products to be spun off from Castle's Neuron Embedded Computer developments. The in-use user upgradable Boot Flash ROM ensures that users have easy and reliable access to the latest versions of Firmware. One of the features of Castle's in-house software is that it supports installations of multiple Castle 10/100BaseT cards (NIC and/or Podule) running alongside other Vendor network cards as well. USB Interface Castle has also released a USB podule which uses a USB stack which is based on the DeviceFS protocol originally developed by Pace. Details of the card and the protocol are available from:- http://www.castle.org.uk/support/usb/ RiscStation ----------- RiscStation were the second RISC OS 4 licensee in November 1999. They started shipments of the RiscStation ARM7500FE based R7500 computer in December 1999. In 2000 they announced plans for the Evolution (StrongARM) and Portable (ARM7500FE) computers. RiscStation RISC OS portable computer In January 2002, RiscStation started taking orders for the portable and expected to start shipments at the end of April 2002. Unfortunately as at the date of this report they had not started shipments. The portable has a lightweight Magnesium Alloy Casing (1.3Kg) 242 x 190 x 30mm. A 8.4" TFT 800x600 Colour Screen, 64Mb RAM Onboard, 10Gb IDE HD, Touchscreen and GlidePoint Touchpad. Onboard PCMCIA, USB and 10baseT Ethernet. VGA Output with DDC support. Audio Input (Microphone Etc.). Audio Output (Headphones Etc.). Onboard Stereo Speakers. 20W 3 cell LiFe battery, Compact Flash Onboard containing RISC OS 4 and Utilities. Optional Extras Include: Docking Station with CD, Floppy, Serial, Parallel, VGA and PS2 Ports, Car Power Adapter, High Capacity 40W Battery 100 Base T Network card RiscStation have participated in the release of a 100 Base T Network card as part of a consortium of companies which includes Simtec, R-Comp, expLAN and Stuart Tyrrell Associates. Both 100 Base T cards are supported by the RISC OS Select Scheme. USB Interface A further product available through RiscStation is the Simtec developed USB podule which uses a USB stack which is based on work originally developed by Thomas Milius and later by Gareth Simpson. http://www.riscos-usb.com/ MicroDigital ------------ MicroDigital are the third licensee of RISC OS and started shipments of the Mico computer using a 56MHz ARM 7500FE in April 2000. A special edition version was produced for APDL in 2001 which used various cost saving otions to deliver a machine which retailed at £399 - The same price as the original BBC 'B'. MicroDigital Omega In September 2000 MicroDigital announced the Omega computer. This was planned to have a standard StrongARM processor, with an optional upgrade of an Intel XScale processor to be available in Q4 2001. A working prototype running with the standard StrongARM SA110 processor has been demonstrated at several locations in the UK and the Netherlands but at the time of this report no shipment date had been announced for the Omega computer in production form. MicroDigital Managing Director - David Atkins had the following message to pass on to RISCOS Ltd shareholders. "The past two and a half years have been difficult on many levels from - supplier‘s delays, to the lack of certain kinds of technical information that is available, and the sheer complexity of the task we set ourselves. That said overcoming these problems has been very exciting and we have all had to learn new skills to enable us to adapt to circumstances and opportunities as they have arisen. The company remains committed to its plans and our number one priority remains the completion of our existing hardware designs, particularly the Omega, and as far as we are concerned the Lightning chip set© remain pivotal to our future success. The Omega's core computer design operates reliably running RISC OS with a 300Mhz CPU and video at up to 1600x1200 in 24bit colour. We have successfully tested the memory controller with a wide variety of SD RAM modules from all the major manufacturers. The main focus of our development has now shifted to the completion of our library of device drivers (including EIDE, SCSI, Ethernet and Sound) to work with the PCI bus cards and especially to take advantage of the higher performance afforded by bus mastering DMA. When will the new products hit the streets? Well at the moment we are not answering that question, why tempt fate. Whilst the Lightning chip set© in the context of the Omega is of great interest to your shareholders it would be worth pointing out that Lightning‘s modular design is of even greater importance. As it‘s capabilities can be quickly matched to the requirements of other desktop markets, drastically cutting the time to market for such new products. Whilst all of the above may be very interesting I am sure that your shareholders major interest is our sales potential. Well, despite some bad publicity from, we have to say rather unexpected quarters and the usual static on the news groups - sales have remained particularly buoyant and we are pleased to report that sales inquiries for computers with a RISC OS operating system are well above our expectations. So in conclusion we remain totally dedicated to the RISC OS user base and I would add that there appears to be a sizeable market out there for modern RISC OS / SA / XScale based desktop computers, so our developments, plans and product sales over the next few years will justify your shareholders faith in the RISC OS operating system." Millipede --------- Due to demand caused by the overwhelming success of TV programmes such as "Who wants to be a Millionaire" Millipede have been concentrating on their core TV graphic processing boards during 2001 and 2002. Development of the Imago project has been put hold until completion of the new generation Apex graphics card. New RISC OS Licensees --------------------- RISC OS is available for licensing for use with any supported ARM processor. We do not support the use of RISC OS on other processors either directly or via Emulators as this would be contrary to the existence of RISC OS itself which is tailored to the low power, low memory requirements of the ARM processors, rather than the brute force capabilities of the Intel Pentium style processors used on PCs. A scale of charges has been set for RISC OS bulk licensing which enable manufacturers to tailor their expenditure to match their expected sales volumes. This offers a discount for manufacturers prepared to commit to larger volumes. If they under-estimate their sales projections they can pay-off their outstanding initial purchase and then buy a larger volume to achieve a better price. Coversely if they over-estimate their sales, then they do not have to purchase further licenses until they need them. RISCOS Ltd currently pays a Royalty to Pace for each copy of RISC OS sold. RISCOS Ltd welcomes enquiries from potential manufacturers of ARM processor based products who require a desktop capable Operating System, or a customised version of RISC OS for embedding into a new product. Running RISC OS stickers ------------------------ In order to ensure that customers are certain that they have an officially licenced copy of RISC OS a holographic sticker has been commissioned that will be supplied to each AMS when they purchase RISC OS licences. Staffing -------- Cardiff Office This is the Head Office and Administrative centre. Since nearly all public contact is via telephone or email a high profile location such as Cambridge (with its attendant high overheads) is not considered necessary. Managing Director Paul Middleton His prime responsibility is to negotiate with potential licensees, to promote RISC OS and to liaise with the public on virtually every aspect of RISC OS sales and development. He is also in overall charge of the RISCOS Foundation, the Select Scheme and all accounting matters. Foundation Secretary David Middleton (no relation to Paul) David covers for the Managing Director in his absence and works from 10.00 - 5.00 (Mon - Fri) covering all telephone enquiries into RISCOS Ltd as well as administration of The RISCOS Foundation membership, RISC OS 4 Orders and despatch and RISC OS Select subscriptions. Cambridge Office The Cambridge Office was based in the same building as Pace Micro Technology. It was staffed by contractors working on projects for Pace and RISCOS Ltd. Freelance and Contract Staff RISCOS Ltd uses freelance and contract staff for other posts as required such as the editing of the Foundation Risc User CD's and for all programming work for the RISC OS Select scheme. We are also very grateful to the team of beta testers who go to great lengths to help us ensure that RISC OS is as thoroughly tested as possible prior to public release. We do accept however that due to the very wide range of different add-ons that current users have fitted to their Risc PCs that until a version of RISC OS is given a public release it is impossible to predict all the possible problems that may occur. This is why the RISC OS Select Scheme is an invaluable means of ensuring that improvements to RISC OS are tested in a way that would be impossible in-house. Income ------ Income for RISCOS Ltd came from six sources during 2001. 1. Foundation Memberships 2. RISC OS Select subscriptions 3. RISC OS 4 upgrades 4. AMS License Fees 5. Contract Programming Work 6. Other software sales 1. Foundation Membership The membership of the Foundation has been showing a small decline in numbers during the past year. Though there have still been new members joining the scheme. There were 922 current members at the end of the year. 2. RISC OS Select subscriptions The Select scheme bought in 674 subscribers up to 31st Jan 2002 and has been the major source of income during the year. This number had risen to 825 by August 2002. 3. RISC OS 4 ROM upgrades The sale of RISC OS 4 ROM upgrades to existing Risc PC 600, 700, StrongARM, A7000 and A7000+ users has fallen during the year, and we estimate that there are probably less than 500 users left that are still likely to upgrade. 4. AMS Sub-licensees The income stream from sub-licensing of RISC OS 4 to AMS licensees has been very low during 2001. With the launch of the Neuron product range from Castle Technology and the imminent launch of the RiscStation Portable, and the MicroDigital Omega, it is anticipated that licensing income will be significantly increased during 2002 and 2003. 5. Contract programming work RISCOS Ltd has provided sub-contract programming work to a number of RISC OS hardware developers during 2001. This area of income is expected to be considerably reduced during 2002 due to a significant reduction in demand following the much publicised problems in the cable and satellite industry. 6. Other software sales RISCOS Manuals CD 769 copies of the Manuals CD have been sold to date. A free copy is also now included with every full price RISC OS 4 upgrade. ANT Internet Suite As expected sales of the ANT Suite as a standalone product have been relatively low. Plans to evolve the ANT Suite into the new RISC OS Internet Suite have been slow due to ANT being unable to provide source to some elements of the Suite. RISC OS 4 Sales Report ---------------------- RISC OS has continued to be supplied on One Time Programmable (OTP) ROM's throughout 2001. It is however unlikely that sufficient supplies of OTP ROMs will be available in order to make any further widescale releases of RISC OS 4 on OTP ROM feasible. This is one of the main reasons for the RISC OS Select Scheme offering RISC OS upgrades as a softload rather than a physical ROM upgrade. Supplies of OTP ROM's to cover the expected demand for RISC OS 4 upgrades throughout 2002/3 have however been secured. A reduced ROM size version of RISC OS which would support the softloading to RISC OS from a number of different media is being developed and will be used in the RiscStation portable. Pricing RISC OS 4 upgrades were reduced in price as part of a new structure of pricing for the RISC OS Select Scheme. The new retail price for a single RISC OS 4 upgrade is now £92.77 + VAT = £109 inc VAT Overseas the price is £101 including carriage to Zone 1 postal zones. VAT is added to sales to EU countries. Bulk packs are being made available for Authorised Installers and Dealers to sell to schools. These packs only include ROM's and don't include licences for the bundled applications that are included with the Retail Upgrade packs. A second user copy has also been introduced at £88 for users who want to upgrade a second machine that they own. Dealer involvement Sales of RISC OS 4 upgrades via Dealers have declined significantly during 2001. There are now only a handful of dealers who are now activley selling RISC OS 4 upgrades. The vast majority of sales now occur direct to end users. Market Potential Sales of RISC OS 4 upgrades have declined from the original peak in September 1999 down to a fairly constant level during the latter part of 2001. There are unfortunately a number of market sectors where users are unwilling to upgrade to RISC OS 4 for various reasons. These are primarily where a large number of 3.7 based machines are involved and the upgrading to RISC OS 4 is unecomonic because of the geographic location of machines. A promotion to celebrate the third Anniversary of the launch of RISCOS 4 was made during July 2002 which resulted in an increase of sales, which may justify a permanent reduction in the price of RISC OS 4 sales later in the year to encourage the final undecided customers to finally upgrade to RISC OS 4. RISC OS 4 Sales analysis. Upgrades by Geographic Distribution year end Jan 01 year end Jan 02 Denmark 1 0.09% 0 0.00% Japan 1 0.09% 0 0.00% South Africa 1 0.09% 0 0.00% Sweden 1 0.09% 0 0.00% USA 2 0.18% 0 0.00% Belgium 6 0.55% 0 0.00% Switzerland 6 0.55% 0 0.00% Canada 0 0.00% 1 0.18% France 6 0.55% 1 0.18% Channel Islands 0 0.00% 1 0.18% Norway 2 0.18% 1 0.18% Ireland 2 0.18% 1 0.18% Wales 13 1.19% 3 0.54% Netherlands 26 2.38% 7 1.27% Scotland 19 1.74% 9 1.64% Germany 45 4.12% 9 1.64% New Zealand 37 3.39% 15 2.74% Italy 10 0.91% 16 2.92% Australia 1 0.09% 26 4.75% England 914 83.62% 457 83.5% Total for year 1093 547 Sales to AMS licensees 1021 101 RISC OS Select Subscriptions Report ----------------------------------- RISC OS Select Scheme --------------------- The next major release of 26 bit RISC OS was planned under the project name of RISC OS 4.5. After reviewing the developments needed to RISC OS during 2000 it was decided that instead of releasing all the upgrades at once that they would instead be offered on a yearly subscription scheme to be called RISC OS Select. The current cost is £105 per year, with a reduction to £99 for members of the RISC OS Foundation. With effect from 31st December 2002, the cost of joining for new subscribers will increase to £155 per year. Existing subscribers will continue to pay the current price. The key advantage of the scheme is that the timescale for fixing bugs and offering new features has been significantly decreased by making RISC OS upgrades available as a softload rather than having to wait for the production of physical ROMs. RISC OS Select is aimed at all users, whether Developers or End Users, that want to get future versions of RISC OS as well as technical information. Another advantage of the Select Scheme is that the data size of the RISC OS 4 ROM can be increased beyond the 4MB that is fitted in the standard physical ROM. The average size of ROM releases to date has been just under 6 MB. Upgrades under the Select Scheme are released in two formats:- 1. Complete ROM images which can be softloaded on top of the existing physical ROM's 2. Individual modules that can be loaded as part of the Boot sequence and hard disc based applications. The new ROM image and modules can be stored on local Hard Disc, or on a Network, or loaded directly from CD. Subscribers will receive a CD up to 3 times a year containing the latest official release components of RISC OS along with Beta test items, from RISCOS Ltd. The first release was made via the Web Site to subscribers in September 2001 with the first CD release incorporating a sophisticated Installer/Upgrader in May 2002. The delay in shipment of the CD had been because of the need to resolve problems with the loading of the Select ROM image on to the Kinetic based StrongARM cards and then to ensure that the Installer could cope with all the expected variations in machine configuration. Because of confusion by a number of users over the beta status of software originally released via the web site, we have restricted the release of new alpha components of the Select scheme to a small group of dedicated testers who accept the possible problems that the use of such software implies. The next Select release via CD is currently planned for late October 2002. RISC OS Select Sales analysis. Subscriptions by Geographic Distribution year end Jan 02 Hong Kong 1 0.15% Israel 1 0.15% Portugal 1 0.15% South Africa 1 0.15% Sweden 1 0.15% Channel Islands 2 0.30% Denmark 2 0.30% Ireland 2 0.30% Canada 3 0.45% France 3 0.45% Northern Ireland 4 0.59% Norway 4 0.59% Italy 5 0.74% USA 5 0.74% New Zealand 6 0.89% Switzerland 6 0.89% Belgium 7 1.04% Australia 12 1.78% Wales 19 2.82% Germany 32 4.75% Scotland 35 5.19% Netherlands 46 6.82% England 476 70.62% Total for year 674 Registered Developers --------------------- Following a survey taken in December 2000 the Registered Developers Scheme was closed in 2001 with the launch of the RISC OS Select Scheme. Developers that only need access to technical documentation will be able to do so by joining RISC OS Select where as much technical information as possible is to be made available via a Private area of the RISC OS Select Web Site. Whilst there have been suggestions that technical information should be freely available to all developers and that RISC OS Select should be provided Free of Charge to developers, the cost of that is not something that RISCOS Ltd or in fact most other organisations could entertain. Acorn always used to charge for Technical Support and Documentation, such as advance copies of PRM's and we do not believe that RISCOS Ltd should be any different. It is noticeable that a number of developers such as R-Comp, Simtec and APDL have not joined the Select Scheme. APDL have however now produced an upgrade for DrawWorks 3rd Millennium specifically so that it will work with Select. If the existing rules about RISC OS applications had been followed when DrawWorks was first produced there would have been no need to produce an upgrade, and we are disappointed that they are charging up to £15 per copy (i.e nearly 15% of the cost of Select itself) for the upgrade. The RISCOS Foundation Report ---------------------------- The RISCOS Foundation ("The Foundation") is a yearly subscription user-group which provides a two-way path for disseminating information to and from end-users about the activities of RISCOS Ltd and its hardware and software partners, as well as a means of contributing to future developments of RISC OS 4. Members of the Foundation receive a CD 4 times per year, and emails throughout the year. The CD's are also sold to non-members at Exhibitions. The CD's are edited by Richard Hallas under the Foundation RISC User banner and on average contain articles from 9 contributors on different topics relating to RISC OS. Typical articles in the last year have included:- From Russia with love Two articles on plans for an important RISC OS initiative in Russia including the case against using PC's in relationship to the advantages of RISC OS. RISC OS Vectors and filters How to alter the behaviour of RISC OS through vectors, filters and SWI interception, by David Pilling. Using Digital Cameras with RISC OS Richard Hallas explains how to hook up a digital camera to a RISC OS system. A sample of the CD's sent to Foundation members is online at http://foundation.riscos.com/fru.htm Membership rates The yearly membership for the Foundation during 2001 was set at £30 + VAT = £35.25. This rate was raised on 31st May 2002 as follows:- UK subscriptions £33 + VAT = £38.78 Subscriptions to European Community countries £35.00 + VAT = £41.13 Subscriptions to Non-EC countries in Europe £35.00 (No VAT) Subscriptions to Zone 1 Postal Countries such as South Africa £37 (No VAT) Subscriptions to Zone 2 Postal Countries such as Australia £39 (No VAT) The active Membership of the Foundation currently stands at just over 920 members. Foundation Membership The breakdown of Membership of the Foundation is as follows:- New members during 2001/2 67 Total active members 922 Number of members 2000 = 84% 2001 (793) = 86% with email. Geographic Distribution 2000 2001 Spain 1 0.09% 0 0.11% Canada 1 0.09% 1 0.11% Hong Kong 1 0.09% 1 0.11% Eire 1 0.09% 0 0.00% Ghana 1 0.09% 1 0.11% Israel 1 0.09% 1 0.11% Japan 1 0.09% 1 0.11% Sweden 1 0.09% 1 0.11% Austria 2 0.18% 2 0.22% Channel Islands 2 0.18% 2 0.22% Ireland 2 0.18% 8 0.87% Denmark 4 0.36% 4 0.43% Italy 4 0.36% 4 0.43% Norway 4 0.36% 4 0.43% USA 5 0.45% 5 0.54% New Zealand 6 0.54% 4 0.43% Northern Ireland 7 0.63% 8 0.87% France 8 0.72% 8 0.87% Switzerland 8 0.72% 8 0.87% Belgium 10 0.90% 8 0.87% Australia 11 0.99% 14 1.52% Wales 26 2.34% 22 2.39% Germany 46 4.15% 32 3.47% Scotland 46 4.15% 42 4.56% Netherlands 54 4.87% 47 5.10% England 856 77.19% 702 76.14% 1109 922 The Foundation Web Site is online at http://foundation.riscos.com/ There is a private area there that is only accessible to members via a username and password system, based on Membership Number and Post Code. Authorised Installers --------------------- RISCOS Ltd has a global network of Authorised Installers who are able to use their knowledge of RISC OS to provide local support and help maintain user confidence in the RISC OS market. A full list of the 71 current Authorised Installers is available on the RISCOS Web Site http://www.riscos.com/authorised_installers/ Promotional activities ---------------------- Exhibitions ----------- RISCOS has attended the following events during 2001/2002. RISC OS SouthWest Show 2001 - Weston Super Mare Big Ben Club Show 2001 - Nieuwegein, The Netherlands RISC OS 2001 Show - Bracknell RISC OS Midlands Show 2001 - Birmingham User Groups ----------- Presentations were made during 2001 to User Groups at Wakefield WACG London M25 User Horsham SASAUG If any user groups would like to have a visit from a member of RISCOS Ltd to their meetings, they should send a request by email to admin@riscos.com Advertising ----------- RISCOS has advertised in the following magazines during 2001. Acorn User Archive Magazine Acorn Publisher An example advert is included in Appendix 4. Web Sites --------- The RISCOS Web Sites have been further developed during 2001. In order to improve the service to customers the hosting of the web servers was moved to a dedicated server at Demon Internet based on a Cobalt RaQ 3i server with a 512K internet connection. The branches of the RISCOS Ltd Web site are:- http://www.riscos.com/ The main RISCOS Ltd Web Site http://acorn.riscos.com/ The RISC OS 3 knowledge base primarily containing the contents of the old Acorn Public ftp site http://developer.riscos.com/ Technical Resources for Registered RISC OS developers and Authorised Installers. http://foundation.riscos.com/ The RISCOS Foundation Site including a private area for Foundation members and Foundation Risc User Online http://productsdb.riscos.com/ The RISCOS products database. This site is intended to ultimately include a reference to every product ever produced for use with RISC OS. http://support.riscos.com/ This site provides support to users of RISC OS 4. http://select.riscos.com/ This is a new site set up to provide support to end users and developers as part of the RISC OS Select scheme. ARM powered marketing tagline ----------------------------- Following discussions with ARM on the future potential of RISC OS agreement was reached with ARM to include a reference to ARM on the boot up screen of future versions of RISC OS. The tagline "Built by RISCOS Ltd - Powered by ARM Technology" was chosen to ensure that the message that RISC OS runs solely on ARM processors, but that it is not developed or owned by ARM, was clearly delivered. The new RISC OS icon -------------------- The launch of a new version of RISC OS with the Select scheme seemed like a good time to introduce a new logo to represent the operating system as a whole. Since the demise of Acorn and the acquisition of its name by a third party, the use of the Acorn 'nut' logo to represent RISC OS has become inappropriate, and the newer 3D cube logo refers specifically to RISC OS 4. A new generic design was therefore required, which could be used to refer to all versions of RISC OS, past, present and future. The logo eventually chosen was a stylised green cogwheel device. Among its design considerations, the following were important: 1. As a simple, symmetrical shape, it's complex enough to be easily recognisable whilst being simple enough to be used even at very small sizes, such as within icons or as bullet-points in text. 2. It can be used as solid black in monochrome printing, as a flat green logo in spot-colour printing, or with 3D highlights in full-colour printing or on a computer screen. 3. It is suitable for use either alone or in combination with other copies of itself, or as an element in another design, such as replacing the letter "O" in RISCOS Ltd. 4. The use of a cogwheel is intended to represent the component-style nature of RISC OS: - RISC OS is a modular operating system, comprising many small pieces which fit together to make a complex whole. - RISC OS can either provide a complete system in itself or can be used in conjunction with other components. 5. The cogwheel is coloured green to convey the fact that RISC OS is closely associated with 'green issues' such as low power consumption, efficiency and modest hardware requirements. The colour also provides a link with the green Acorn logo of the past. 6. There are subtle allusions to the 32-bit nature of RISC OS: as there are four 8-bit bytes in a 32-bit word, each cogwheel has eight teeth, and four cogwheels can be used in an interlocking square to represent a more visually interesting '32-bit' design. 7. The single cogwheel is arranged so that it is standing on a single tooth, in which orientation it resembles an asterisk. This makes it highly appropriate for use as the RISC OS Task Manager icon, as it is through the Task Manager that *commands are issued on the RISC OS desktop. RISC OS promotional brochure ---------------------------- A promotional brochure for RISC OS as a generic product has been produced in response to a request from a potential RISC OS licensee for a condensed source of information about RISC OS. The brochure covers all the variations that are possible within the different versions of RISC OS that would be available under suitable licensing Agreements. The brochure is primarily aimed at managers and specifiers and does not offer detailed technical information about the inner workings of RISC OS. Copies of the brochure are available for download from the RISCOS Ltd web site. http://www.riscos.com/brochure/ Annual General Meeting 2002 --------------------------- The 2002 Annual General Meeting of RISCOS Ltd will take place at the Quy Mill Hotel, Newmarket Road, Stow Cum Quy, Cambridge, on Friday 27th September 2002 at 2.00 p.m For the first time this meeting will open to the General Public as well as Shareholders. Anyone wishing to attend should contact RISCOS Ltd to request an Invitation before 20th September 2002 to ensure that adequate accomodation is available. The Auditors Owens Thomas and Co have indicated their willingness to continue in office and a resolution that they be reappointed will be proposed at the Annual General Meeting in accordance with section 385 of the Companies Act 1985. Approved by the director on 6th August 2002: PAUL MIDDLETON Managing Director Appendices ---------- Appendix 1 Administrative Details 16 Appendix 2 Financial Report 17 Appendix 3 Members List 23 Appendix 4 Magazine Adverts 24 Appendix 5 RISC OS Select trivia 25 Appendix 1 ---------- Administrative Details The registered address for the delivery of documents is:- RISCOS Ltd 3 Clarendon Road Cyncoed Cardiff CF23 9JD Tel: 029 2046 4020 Administration Only Fax: 029 2049 2326 email: admin@riscos.com web: http://www.riscos.com RISCOS 4 Sales and General Enquiries Enquiries for the Foundation and General Sales Monday - Friday. 10.00 am to 5.00 pm NB This line does not offer Technical Support. Tel: 029 2049 2324 Fax: 029 2049 2326 Bankers Barclays Bank Birchgrove Branch - Cardiff Sort Code 20-18-15 Account No. 60217360 Tel: 029 2042 6210 Fax: 029 2042 6289 Company Registration Registration Number: 3694488 VAT Registration Registration Number: 729 0322 48 GB Data Protection Registration Registration Number: X408806X Company Officers Managing Director Paul Middleton Company Secretary Laurie van Someren Solicitors Berry Smith Solicitors Haywood House Dumfries Place Cardiff CF10 3GA Tel: 029 2034 5511 Fax: 029 2034 5945 Nigel Greenaway Accountants Owens Thomas 25 Cathedral Road Cardiff CF11 9TZ Tel: 029 2038 2818 Fax: 029 2066 4166 Gareth Lynn Insurance brokers Watkin Davies Group 15 & 19 Penlline Road Whitchurch Cardiff CF14 2FE Tel: 029 2062 1056 Fax: 029 2062 6226 Clive Davies Appendix 2 ---------- Director's Report to the Members Year ended 31 January 2002 The director presents his report and the unaudited financial statements of the company for the year ended 31 January 2002. The director is satisfied that the company is entitled to exemption from the provisions of the Companies Act 1985 (the Act) relating to the audit of the accounts for the year by virtue of section 249A(1), and that no member or members have requested an audit persuant to section 249B(2) of the Act. The director acknowledges his responsibility for: (i) ensuring that the company keeps proper accounting records which comply with section 221 of the Act, and (ii) preparing accounts which give a true and fair view of the state of affairs of the company as at the end of the financial year and of its profit or loss for the financial year in accordance with the requirements of section 226, and which otherwise comply with the requirements of the Act relating to financial statements, so far as applicable to the company. Small Company Provisions This report has been prepared in accordance with the special provisions for small companies under part VII of the Companies Act 1985. Accountant's Report to the Director Year ended 31 January 2002 As described above the director is responsible for the preparation of the accounts for the year ended 31 January 2002, set out on pages 18 to 22. He considers that the company is exempt from an audit under the Companies Act 1985. In accordance with his instructions we have complied these unaudited accounts in order to assist him to fulfill his statutory responsibilities, from the accounting records and information and explanations supplied to us. Owens Thomas Accountants and Business Advisers 25 Cathedral Road Cardiff CF11 9TZ PROFIT AND LOSS ACCOUNT Period to Period to Note 31 Jan 01 31 Jan 02 £ £ TURNOVER 162,899 187,616 COST OF SALES Opening Stock 3,870 1,541 Purchases ROM's, Manuals, CD's 25,980 17,632 Licence Fees 30,609 30,192 Royalties 13,365 6,862 Authorised Installer commisions 220 30 Subcontractors 13,355 41,268 Closing Stock (1,541) (1,157) Closing Work in Progress - (3,400) ________ ________ 85,858 92,968 GROSS PROFIT 77,041 94,648 OVERHEADSŠ Director's salaries 43,334 31,600 Wages and salaries 23,551 13,432 Rent, rates and water 9,844 4,679 Light and heat 871 183 Insurance 1,192 646 Repairs and maintenance 834 650 Motor expenses 582 - Hotel, Travel and subsistence 8,303 8,364 Van hire 294 99 Telephone and Internet Services 3,012 2,665 Printing, stationery, postage, freight and carriage 11,541 9,161 Equipment Hire 2,095 - Subscriptions, laundry and sundry expenses 5 83 Advertising 5,336 5,634 Exhibition costs 2,936 1,781 Legal and professional fees 7,355 3,568 Accountancy fees 2,520 1,600 Depreciation 11,896 12,860 Bank charges 4,577 3,766 ________ ________ 140,078 100,771 OPERATING LOSS 2 (63,037) (6,123) Interest receivable - Business premium account - 26 Interest payable Bank, HP / Finance Lease Charges and LoanStock (1,278) (2,041) _______ _______ LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION (64,315) (8,138) Tax on loss on ordinary activities 3 - (25) _______ _______ LOSS FOR THE FINANCIAL PERIOD (64,315) (8,163) Balance brought forward (73,970) (138,285) _______ _______ Balance carried forward (138,285) (146,448) BALANCE SHEET As at 31 January 2002 Note 31 Jan 01 31 Jan 02 £ £ FIXED ASSETS Tangible assets 4 19,721 9,800 ______________ ____________ CURRENT ASSETS Stocks 1,541 4,557 Debtors 5 120,284 44,011 Cash at bank (deposit account) 17 26 ______________ _____________ 121,842 48,594 CREDITORS: Amounts falling due within one year 6 (111,604) (43,779) _____________ _____________ NET CURRENT ASSETS 10,238 4,815 ______________ _____________ TOTAL ASSETS LESS CURRENT LIABILITIES 29,959 14,615 CREDITORS: Amounts falling due after more than one year (7,181) - ______________ _____________ 22,778 14,615 ______________ _____________ CAPITAL AND RESERVES Called-up equity share capital 9 150,100 150,100 Share premium account 10,963 10,963 Profit and loss account (138,285) (146,448) ______________ _____________ SHAREHOLDERS FUNDS 22,778 14,615 ______________ _____________ These financial statements have been prepared in accordance with the special provisions for small companies under Part VII of the Companies Act 1985 and with the Financial Reporting Standard for Smaller Entities (effective March 2000). These financial statements were approved and signed by the director on Aug 6th 2002. PAUL MIDDLETON NOTES TO THE FINANCIAL STATEMENTS 1. ACCOUNTING POLICIES Basis of accounting The financial statements have been prepared under the historical cost convention, and in accordance with the Financial Reporting Standard for Smaller Entities (effective March 2000). Turnover The turnover shown in the profit and loss account represents amounts invoiced during the period, exclusive of Value Added Tax. Depreciation Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows: Computer equipment - 3 Years Office equipment - 5 Years Stocks Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. Work in progress Work in progress is valued on the basis of direct costs plus attributable overheads based on normal level of activity. Provision is made for any forseeable losses where appropriate. No element of profit is included in the valuation of work in progress. Finance lease agreements Where the company enters into a lease which entails taking substantially all the risks and rewards of ownership of an asset, the lease is treated as a finance lease. The asset is recorded in the balance sheet as a tangible fixed asset and is depreciated in accordance with the above depreciation policies. Future instalments under such leases, net of finance charges, are included with creditors. Rentals payable are apportioned between the finance element, which is charged to the profit and loss account on a straight line basis, and the capital element which reduces the outstanding obligation for future instalments. Deferred taxation Provision is made, under the liability method, to take account of timing differences between the treatment of certain items for accounts purposes and their treatment for tax purposes. Tax deferred or accelerated is accounted for in respect of all material timing differences to the extent that it is considered that a net liability may arise. Research and development Expenditure on research and development projects is written off during the year in which it is incurred. 2. OPERATING LOSS Operating loss is stated after charging: Year to Year to 31 Jan 01 31 Jan 02 £ £ Directors Emoluments 43,334 31,600 Depreciation 11,896 12,860 3. TAX ON LOSS ON ORDINARY ACTIVITIES Year to Year to 31 Jan 01 31 Jan 02 £ £ Adjustment in respect of previous years Corporation Tax - 25 4. TANGIBLE FIXED ASSETS Computer Office Total equipment equipment £ £ £ COST At 31 January 2001 33,658 3,388 37,046 Additions 2,939 - 2,939 ______________ ______________ ______________ At 31 January 2002 36,597 3,388 39,985 ______________ ______________ ______________ DEPRECIATION At 31 January 2001 16,333 992 17,325 Charge for the period 12,182 678 12,860 ______________ ______________ ______________ At 31 January 2002 28,515 1,670 30,185 ______________ ______________ ______________ NET BOOK VALUE At 31 January 2001 17,325 2,396 19,721 ______________ ______________ ______________ At 31 January 2002 8,082 1,718 9,800 ______________ ______________ ______________ Finance lease agreements Included within the net book value of £9,800 is £195 (2001 £1,527) relating to assets held under finance lease agreements. The depreciation charged to the accounts in the year in respect of such assets amounted to £1,332 (2001 - £1,332). 5. DEBTORS 31 Jan 01 31 Jan 02 £ £ Trade debtors 57,258 8,323 Other debtors 100 - Prepayments and accrued income 62,926 35,688 ______________ ______________ 120,284 44,011 ______________ ______________ 6. CREDITORS: Amounts falling due within one year 31 Jan 01 31 Jan 02 £ £ Bank loans and overdrafts 31,910 19,335 Trade creditors 68,992 13,139 Other creditors including: PAYE and social security 2,390 1,480 VAT 4,979 1,637 Finance leases 1,346 158 Other creditors 1,500 7,030 Accruals and deferred income 487 1,000 ______________ ______________ 111,604 43,779 ______________ ______________ 7. CREDITORS: Amounts falling due after more than one year 31 Jan 01 31 Jan 02 £ £ Finance leases 181 - 10% Loan Stock repayment 7,000 - ______________ ______________ 7,181 - ______________ ______________ 8. TRANSACTIONS WITH THE DIRECTORS During the year, the company traded with Uniqueway Limited, a company in which P Middleton is a director Transactions and balances are as follows: 2001 2002 £ £ Credit card sales processed and received by Uniqueway on behalf of RISCOS Ltd 60,091 - Loan from Uniqueway to RISCOS Ltd - 7,000 less. Repayment of credit card sales to RISCOS Ltd by Uniqueway 58,811 - less. Purchases of fixed assets (incl VAT) - - less. Purchases of goods and services (incl VAT) 32 88 Net balance owed to Uniqueway Ltd at balance sheet date 1,572 8,616 The Bank Loan and Finance Lease liabilities disclosed under creditors are secured by a personal guarantee given by the Managing Director - Paul Middleton in the amount of £15,000 for the Bank Loan. 9. RELATED PARTY TRANSACTIONS No transactions with related parties were undertaken such as are required to be disclosed under Financial Reporting Standard 8, except as disclosed under note 8. 10. SHARE CAPITAL Authorised share capital: 31 Jan 01 31 Jan 02 £ £ 200,000 Ordinary shares of £1 each 200,000 200,000 Allotted, called up and fully paid: No. £ No. £ Ordinary shares 149,801 149,801 149,801 149,801 A Ordinary shares 199 199 199 199 B Ordinary shares 100 100 100 100 ______________ ______________ ______________ ______________ 150,100 150,100 150,100 150,100 ______________ ______________ ______________ ______________ 11. SHARE PREMIUM ACCOUNT Period to Year to 31 Jan 01 31 Jan 02 £ £ Balance brought forward 6,850 10,962 Premium on shares issued in the period 4,112 - ______________ Balance carried forward 10,962 ______________ signed by order of the Director: Laurence Oliver van Someren Company Secretary 6th August 2002 Appendix 3 Members List as at 31/01/2002 Authorised Share Capital £1,000,000 £1 shares Investment Name Address A B Ordinary voting % Pace Micro Technology plc Victoria Road, Saltaire, Shipley, BD18 3LF 199 19.9 Paul Middleton 143 Allensbank Road, Heath, Cardiff, CF14 3PQ 25 2.5 Andrew Rawnsley 22 Robert Moffat, High Legh, Knutsford, WA16 6PS 25 2.5 Castle Technology Ltd Ore Trading Estate, Woodbridge Road, Framlingham, Suffolk, IP12 9LL 50 5.0 Paul Middleton 143 Allensbank Road, Heath, Cardiff, CF14 3PQ 5951 2.78 David Holden 39 Knighton Park Road, London, SE26 5RN 16600 7.77 Bernard Bollons 3 Quineys Road, Shottery, Stratford Upon Avon, CV37 9BW 25000 11.70 Laurie van Someren The Old Courthouse, High Street, Bottisham, CB5 9BA 5000 2.34 Wilhemina Tertaas-Smit Bastingstraat 10, Diemen, The Netherlands 5000 2.34 Allan Rawnsley 22 Robert Moffat, High Legh, Knutsford, WA16 6PS 1000 0.47 Pineapple Software PO Box 83, Bognor Regis, West Sussex, PO22 7WB 1000 0.47 Paul Corke 17 Wyllie Court, Worle, Weston Super Mare, BS22 7FQ 1000 0.47 Spacetech Ltd 1 The Courtyard, Southwell Bus Park, Portland, DT5 2JS 1000 0.47 Paddy Reid 55 Walcot Walk, Netherton, Peterborough, PE3 9QF 500 0.23 CTA Direct 168 Elliott Street, Tyldesley, Manchester, M29 8DS 5000 2.34 Neil Spellings 45 Hillview Close, Purley, Surrey, CR8 1AU 2000 0.94 Gordon Ferguson McLaren Wardlaw House, Kirkhill, Inverness, IV5 7NB 5000 2.34 Don Turnbull 8 Hawthorn Close, Harpenden, Herts, AL5 1HN 1000 0.47 Paul Richardson P O Box 32, Tavistock, Devon, PL19 8YU 600 0.28 Ian Stewart Walker Unit 3A, Townfoot Ind Estate, Brampton, CA8 1SW 5000 2.34 Paul Beverley 18 Mile End Road, Norwich, NR4 7QY 4000 1.87 Christopher Evans 78 Brighton Road, Worthing, W.Sussex, BN11 2EN 5000 2.34 Richard Griffin 27 Rectory Close, Birkenhead, Merseyside, CH42 0NP 1000 0.47 Simon Glass 19 Kathleen Road, London, SW11 2JR 5000 2.34 Location Works Ltd 42 Old Compton Street, London, W1V 6LR 2000 0.94 Nick Way 44 Goldieslie Road, Sutton Coldfield, B73 5PG 1000 0.47 Iain Logan 2 Frances Street, Langholm, Dumfriesshire, DG13 0BQ 3000 1.40 RISCOS Investment Group 161 Ditchling Road, Brighton, BN1 6JB 27650 12.94 Colin Wood 10 Melfort Drive, St Ninians, Stirling, FK7 0BD 3000 1.40 Peter Wilson 10 Davies Road, West Bridgford, Nottingham, NG2 5JD 4000 1.87 Philip Parker 11 Manston Gardens, Cross Gates, Leeds, LS15 8EY 8000 3.74 Gareth Dykes 7 Bleasdale Close, Aughton, Ormskirk, Lancs, L39 6RU 2750 1.29 Aaron Timbrell 86 Turnbury, Home Farm, Bracknell, Berks, RG12 8GH 500 0.23 Glenys A Simpson Avondale Drive, Tarlton, Lancs, PR4 6AX 500 0.23 Richard / Sigrid Jozefowski Cambridge House, Hargrave, Bury St Edmunds, Suffolk, IP29 5HS 250 0.12 Jack Lillingston / John Ballance Ore Trading Estate, Woodbridge Road, Framlingham, Suffolk, IP12 9LL 250 0.12 Rosemary Ann Miskin 23 Hardwick Drive, Loughborough, Leics, LE11 4TJ 1000 0.47 Robert Bradley Ballintrae, The Uplands, Ruislip, HA4 8QL 250 0.18 * Director during the year Totals 199 100 149801 150100 Total number of Shares authorised to be issued 150100 Total number of Shares subscribed for at 31/01/2001 150100 Number of shares unallocated 0 Total number of Shares available for future Authorisation 849900 Appendix 4 ---------- Advert Appendix 5 ---------- RISC OS Select Trivia 10 useful facts and figures about RISC OS Select 1 The sources to the current RISC OS Select build are over 226 MB of data. The ROM source is 100 MB of that. 2 There are over 46,000 files which make up the sources to the RISC OS Select Scheme. 3 The RISC OS 4.28 ROM image contains 5MB of data and there are 143 modules built into the ROM image. RISC OS 4.02 contained 4MB of data and contained 120 modules. 4 RISC OS Invaders is still hidden in the IRQUtils module. If you get bored and haven't got any other games to play. It can be activated with the following command from Basic. SYS "OS_Module",2,"IRQUtils" Use Z for left, X for right, RETURN for fire 5 By volume of source code 46% of RISC OS is written in C, 44% is written in Assembler and 10% in Basic. By number of components 29% of RISC OS modules are written in C, 69% are written in Assembler and 2% in Basic. 6 The ROM image of RISC OS 4.28 is 2,877K in its compressed format. 7 The Hard disc components of RISC OS Select 1i9 are just over 17MB in size with a full installation and include 2,005 files. 8 There are currently 1,410 allocated RISC OS filetypes. 9 The RISC OS 4 PRM which is intended to supplement and eventually replace the original 5 volume Programmers Reference Manuals currently consists of 134 files in HTML and XML format. The total documentation is 1.6 MB. 10 The RISC OS 4 project names are:- RISC OS 4.02 Buffy RISC OS 4.10 Ally