Lms Capital Regulatory News (LMS)

29 March 2017

2017 Annual Report and

Notice of 2018 Annual General Meeting

LMS Capital plc ("LMS Capital" or "the Company") today published its 2017 Annual Report incorporating the Notice of its 2018 Annual General Meeting. This document is available in the Investor Relations section of the Company's website, www.lmscapital.com. This follows the release on 15 March 2018 of the Company's Preliminary Results Announcement for the year ended 31 December 2017.

In compliance with Rule 9.6.1 of the Listing Rules, the Company has submitted to the UK Listing Authority, via the National Storage Mechanism, a copy of the LMS Capital 2017 Annual Report which includes the Notice of its 2018 Annual General Meeting and a sample of a Form of Proxy for use at that meeting. The LMS Capital 2017 Annual Report will be filed with the Registrar of Companies in due course and copies can be obtained from the Company Secretary, Augentius Corporate Services Limited, Two London Bridge, London, SE1 9RA. The Annual General Meeting will be held at 12.00 noon on 27 April 2018.

The Disclosure and Transparency Rules (DTR 6.3.5(2)) require certain information to be disclosed upon publication of an Annual Report. Accordingly, the following disclosures are made in the 'Additional information' section below. That information should be read in conjunction with the Company's preliminary results announcement, which is not a substitute for reading the full Annual Report and Accounts 2017. References to page numbers and notes to the accounts made in this section refer to page numbers and notes to the accounts in the Company's 2017 Annual Report.

Additional Information

Statement of Directors' responsibilities

The 2017 Annual Report includes a responsibility statement dated 15 March 2018, the date of approval of the 2017 Annual Report, and signed for and on behalf of the Board by Martin Knight. The following is extracted from that statement:

We confirm that to the best of our knowledge:

· the financial statements, prepared in accordance with IFRSs as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company taken as a whole; and

· the Annual Report includes a fair review of the development and performance of the business and the position of the Company taken as a whole, together with a description of the principal risks and uncertainties that they face.

Related party transactions

Gresham House Asset Management Limited was appointed the investment manager of LMS Capital plc on 16 August 2016. Amounts charged by the investment manager in 2017 were £1,055,000 (2016: £573,000).

With effect from January 2011 the Company entered into a lease agreement with Derwent London plc in respect of the premises comprising its head office and registered office. Under the terms of the lease the Company paid an annual rent of £406,000 (2016: £406,000) to Derwent London plc plus certain service charges. Robert Rayne is Chairman of Derwent London plc. The lease will terminate on 24 March 2018.

For a number of years, the Company has provided without charge office accommodation and services within its premises for The Rayne Foundation, a registered charity (www.raynefoundation.org.uk). The estimated monetary value of this for the first six months of 2017 was £30,000 (full year 2016: £65,000). The Company has been transitioning out of its offices during 2017 in line with the outsourcing of management and administration services and, as a result, the Rayne Foundation was required to find alternative office premises from 1 July 2017. To compensate the Foundation for the additional costs which it will incur, the Company made a one-off contribution to these additional costs of £275,000. The Company will make no further payments to the Rayne Foundation. Robert Rayne is Chairman of the Board of Trustees of The Rayne Foundation.

As part of the transition referred to above the Company gave notice on its annual contract with a financial news service. To reduce the ongoing cost to the Company of this service, SQP Limited agreed to assume the Company's obligations under its contract with the news service provider. In connection with this transfer the Company paid SQP Limited £13,000 as a contribution to the contract costs. Robert Rayne is the controlling shareholder and a director of SQP Limited.

Compensation arrangements for Directors are set out in the Remuneration Committee Report.

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