Friday 26 October 2012

Starvest Plc


Results for the year ended 30 September 2012


Chairman's statement

I  am pleased to  present my eleventh  annual statement to  Shareholders for the
year ended 30 September 2012.

Results for the year

In  spite of the dreadful state of  the market for small cap mineral exploration
stocks, your Company portfolio has held up as well as might have been expected:

  * investment values, determined using adjusted bid values, declined by 36%;
  * we closed the year with a loss before tax of £1.03m, £0.75m after tax.
On a brighter note:

  * we declared a dividend of 0.5 pence per share which, when added to the
    interim dividend paid earlier, made a total of 0.75 pence per share for
    2011;
  * we continue to value the investments on a conservative basis as fully
    described later in the report;
  * we have no debt, but a bank overdraft facility only;
  * we have made no sales during the year but have added to our investment in
    four holdings and made a new investment in Nordic Energy plc, expected to be
    admitted to PLUS-SX shortly; and
  * we believe we are in a strong position to benefit from the upturn in markets
    which must surely come.
Trading portfolio valuation

When  reporting on  previous years,  I drew  attention to the continuing adverse
conditions in our chosen market for early stage mineral exploration stocks.  The
year  to September  2012 has been  particularly tough  with a  steady decline in
market prices.  However, we remain supportive of our investee companies, nine of
which  now constitute our key portfolio to  which we have recently added a tenth
with a combined value in excess of £3m.

Following  these  challenges,  we  continue  to  value our portfolio investments
conservatively  at the lower of cost or  bid price or lower directors' valuation
where  we believe  those facts  of which  we are  aware cast doubt on the market
prices  or where the Company's interest is of  such a size as to inhibit selling
into a depressed market.  This cautious approach has proved to be appropriate in
these difficult times; these discounts total £353,684 (2011: £782,706).

A  detailed review  of the  portfolio companies  follows.  Whilst  the portfolio
contains  investments in companies that have made real progress during the year,
there  are many, particularly smaller companies,  that have struggled for one or
more  reasons.   Raising  new  finance,  which  is  essential to progress in any
mineral  exploration business, has undoubtedly been a challenge for most; it has
had the effect of driving market prices lower, hence the decline in values.

Our  commentary focuses on the ten companies that constitute 85% by value of the
portfolio,  including the  newly acquired  Nordic Energy,  but does  not exclude
others  which may well rebound; we remain resolved to allow our investments time
to  mature; most certainly this proved to  be appropriate with the companies for
which a takeover offer was received in previous years.

The key performance indicators are set out below.

Company statistics

                                   30 September 2012   30 September 2011 Change
                                              at BID              at BID
                                  values as adjusted  values as adjusted      %



   * Trading portfolio value                  £3.51m              £5.47m   -36%

   * Company asset value net of               £3.66m              £6.62m   -45%
     debt

   * Net asset value  per share                9.86p              17.57p   -44%

   * Closing share price                        6.5p               13.0p   -50%

   * Share price discount to net                 34%                 26%
     asset value

   * Market capitalisation                    £2.41m              £4.77m   -50%



These  values include unrealised gains on elements of the trading portfolio that
are not reflected in the financial statements.

Since  the year end values have increased by 10%; as at the close of business on
19 October  2012, the net asset value was  £4.04m, with an increased share price
discount to net asset value of 40%.

Review of the current market

There can be no doubt that the last year has been tough for most of our investee
companies.  All have early stage development projects so need to raise new funds
to  continue with their exploration programmes, inevitably they have to accept a
discount  to the then current market price if they wish to issue new equity with
the  consequence that the lower issue price  has become the base price; the more
issues that a company has made, the lower the price.

Against such a background, most will struggle until they achieve an eye-catching
breakthrough  of some description.  However, that  has not always been enough to
demand  the  much  sought  after  re-rating.   It  is  clear  that those private
investors  who had been so supportive in  earlier years have taken fright, or at
best  are sitting  on their  hands awaiting  a recognisable upturn in World-wide
economic  fortunes and many  institutional investors have  no appetite for small
early stage projects.

Of our major holdings, five are focused on gold.  The expectation is that in the
current  climate the gold price will continue to rise thus increasing the values
of  these investments,  one of  which is  expected to commence dividend payments
soon.

Another  two have a strong focus on iron  ore, the demand for which is likely to
increase  as  the  economies  of  third  world countries expand; another two are
developing  new sources of other basic  commodities essential if the standard of
living  of the populations in developing countries  is to improve as we wish and
expect.  The tenth and latest is searching for oil.

Patience is the key as we await a recovery.


Dividends

The  Board  wishes  to  share  the  benefits  of any substantial profit with all
Shareholders  and so last  year recommended the  payment of a  final dividend of
0.5 pence  per share making a  total of 0.75 pence for  the full year.  This was
equivalent to a yield of 7% on the closing price on 21 October 2011.

The  Board will not  be recommending the  payment of a  dividend for the current
year but will keep the matter under review.

Investment policy

The  Company investment  policy is  reproduced below  and made  available on its
website,  www.starvest.co.uk.   In  the  past  investments were predominantly in
early  stage ventures; now where funds are available your Company may be looking
either  to support  existing investee  companies or  take positions  in selected
later  stage  ventures  where  mineral  resources  have been confirmed and where
shorter term returns might be expected.

Shareholder information

The Company's shares are traded on AIM and PLUS-SX.

Announcements  made to the London Stock Exchange  are sent to those who register
at   the   Company   website,  www.starvest.co.uk  where  historic  reports  and
announcements are also available.

Annual general meeting

We will hold our annual general meeting at 3.00 pm on Monday 10 December 2012 at
St  Stephen's Club, Queen Anne Gate, London  SW1 when we look forward to meeting
those Shareholders able to attend.



R Bruce Rowan

Chairman & Chief Executive

25 October 2012





Investing policy statement

About us

The Board has managed the Company as an investment company since January 2002.

Collectively,  the Board has a wealth of experience over many years of investing
in  small company new issues and  pre-IPO opportunities in the natural resources
and mineral exploration sectors.

Company objective

The  Company is  established as  a source  of early  stage finance  to fledgling
businesses,  to  maximise  the  capital  value  of  the  Company and to generate
benefits for Shareholders in the form of capital growth and modest dividends.

Investing strategy

Whilst  the Company has no exclusive commitment to the natural resources sector,
the  Board sees this as having considerable growth potential for the foreseeable
future.  Historically, investments were  generally made immediately  prior to an
initial  public  offering,  at  IPO  on  the  AIM  or  PLUS  markets  and in the
aftermarket.   As the nature  of the market  has changed since  2008, it is more
likely that the future investment portfolio will include a spread of up to forty
companies that generally have moved beyond the IPO stage but remain in the early
stages  of identifying a  commercial resource and/or  moving towards development
with the appropriate finance.

Initial investments are for varying amounts but usually in the range of £100,000
-  £300,000.  These  companies are  invariably not  generating cash, rather they
have  a  constant  requirement  to  raise  new  equity cash in order to continue
exploration  and development.   Therefore after  appropriate due  diligence, the
Company  may provide further funding support  and make later market purchases so
that the total investment may be greater than £300,000.

The  business is inherently  high risk and  of a cyclical  nature dependent upon
fluctuations  in  world  economic  activity  which  impacts  on  the  demand for
minerals.   However,  it  offers  the  investor  a  spread  of investments in an
exciting sector which the Board believes will continue to offer the potential of
significant returns for the foreseeable future.

The  investee  companies,  being  small,  almost  invariably  lack  share market
liquidity,  even if they are quoted on AIM, PLUS, ASX, TSX or TSX-V.  Therefore,
in  the early years  it is rarely  possible to sell  an investment at the quoted
market  price  with  the  result  that  extreme  patience is required whilst the
investee  company develops and ultimately attracts market interest.  If and when
an  explorer finds a large  exploitable resource, it may  become the object of a
third  party  bid,  or  otherwise  become  a  much  larger entity; either way an
opportunity to realise cash is expected to follow.

Of  the thirty to  forty investments held  at any one  time, it is expected that
more  than five will  prove to be  'winners'; from half  of the remainder we may
expect to see modest share price improvements.  Overall, the expectation is that
in time Shareholder returns will be acceptable if not substantial.

Accordingly,  the Board is unable to give  any estimate of the quantum or timing
of  returns.  That stated, when profits have  been realised and adequate cash is
available,  it is the intention of the Board to recommend the distribution of up
to half the profits realised.

The   Company  currently  has  investments  in  the  following  companies  which
themselves  are investment  companies: Equity  Resources plc, Guild Acquisitions
plc; Addworth plc and International Mining & Infrastructure Corporation plc.

The  Company  takes  no  part  in  the  active management of investee companies,
although directors of the Company are also non-executive directors on the boards
of  seven such companies, with  one director being the  executive chairman of an
eighth.



Review of trading portfolio

Introduction

During  the year to 30 September 2012, the  portfolio comprised interests in the
companies commented on below.

The  tough trading and fundraising conditions of the past two years have taken a
toll  on some of the businesses in which  Starvest is invested to such an extent
that as at 30 September 2012:

  * ten portfolio companies accounted for 85% of the portfolio value; all of
    these companies are mineral exploration ventures on which we comment first;
    in four cases, the year-end valuation exceeds original cost;
  * the next five investments account for a further 10% of the portfolio value;
  * the remainder, amounting to 5%, include both mineral exploration ventures as
    well as other businesses which are all valued below cost, together with the
    investment in Nordic Energy plc made immediately before the year end.


Transactions

During the year there were no sales.

Additional  investments were made in the following mineral exploration ventures:
Alba  Mineral Resources plc, Ariana Resources plc, Greatland Gold plc and Equity
Resources plc.  A new investment was made in support of Nordic Energy plc.



Mineral exploration ventures accounting for 85% of portfolio value:

Ariana Resources plc - AIM ticker: AAU

Website: www.arianaresources.com

Ariana  Resources  is  a  gold  exploration  and  development company focused on
epithermal  gold-silver and porphyry  copper-gold deposits in  Turkey, which has
now become Europe's largest gold producing country and is highly prospective for
multi-million oz discoveries.  Ariana's primary interest is the Red Rabbit Gold-
Silver Project in the Sindirgi Gold Corridor in western Turkey, with a compliant
resource  estimate  of  448,000 oz  of  gold  equivalent, operated under a joint
venture  with  local  firm  Proccea  Construction,  becoming 50:50 on production
start-up   expected   by   late  2013.  Ariana's  further  exploration  drilling
operations  in  the  Kiziltepe  sector  have  led  to intercept findings raising
greater output expectations.

Meanwhile  Ariana has also focused exploration effort on north-east Turkey under
a  joint  venture  with  Canadian  Eldorado  Gold,  and in the south-east with a
12.5% equity stake  in  Tigris  Resources.   Eldorado's intentions regarding the
Salinhas  project have been  confirmed with the  announced start-up of a 4,000m
drilling programme to complete in-fill drilling of the known gold mineralisation
and  to test down-dip extensions; Eldorado will fund $1.77 million for the joint
venture  in  the  current  operating  year.   Ariana  has  also  won  a ten year
operational  licence for its exploration-stage Kizilcukur project to the west of
the Red Rabbit field, and where it plans to commence a 1,500m drilling programme
in the second quarter of 2013.

These  new campaigns  are seen  as to  Ariana's strategy  to expand its resource
inventory  to one  million oz  of gold  equivalent.  While first gold production
from   Red   Rabbit   has  been  deferred  to  2013 due  to changes  in  Turkish
environmental regulations, this project remains economically robust and, coupled
with  the potential  of further  exploration successes  against a  background of
early   production  and  the  strong  Turkish  growth  economy favouring  mining
developments,  Ariana's progress can be soon expected to belie its present lowly
market rating.



Beowulf Mining plc - AIM ticker: BEM

Website: www.beowulfmining.com

Dual-listed  on the AIM and the Swedish Aktietorget markets, Beowulf Mining is a
mineral exploration company which owns a wide portfolio of resources in Northern
Sweden  operated under 18 exploration licences.  Its interests range from early-
stage  projects to those that have had  considerable work already done on them.
Beowulf  aims to increase the quantity and quality of its resource portfolio and
thereby  the value of  these assets and  of the company.   Its focus in the past
year  has been  on increasing  and accelerating  its exploration activities with
particular  emphasis on  establishing the  further potential  of its significant
Kallak iron ore resource.  A maiden independent JORC compliant inferred resource
estimate  of 131.6 Mt of iron  ore grading at 28% Fe  was established for Kallak
North  earlier in the year, thereby doubling Beowulf's past inferred estimate of
140 Mt  grading at 39.1% Fe  for its Ruoutevare deposit.   Further drilling this
year  for  Kallak  North  was  delayed by  extreme  weather  conditions and then
by disputes  with local Saami reindeer  herders, but has  now been completed and
an increased  inferred  resource  figure  can  be expected before the year-end.
Meanwhile, a test mining application has been approved.  Further drilling is now
planned  for Kallak South to continue into  late 2013 as well as a resumption of
drilling  on the Ballek copper/gold project, all of  which costs will be covered
by Beowulf's existing cash resources.

Despite the promise of its high grade iron mineralisation proven at great depths
(one  hole mineralised over a 330m intercept at  31% Fe with a highest intercept
over  54% Fe) Beowulf's market valuation has fluctuated with the vagaries of the
short-term iron ore price and of the temporarily reducing demand for supplies of
the  commodity from industrialised nations, with the market failing to recognise
the  inherent strength and  diversity of Beowulf's  resource portfolio, with its
copper,  gold, uranium and molybdenum interests, apart from its significant iron
ore resource.



Centamin plc - LSE ticker: CEY; TSX ticker: CEE

Website: www.centamin.com.au

The interest in Centamin was acquired as a result of its successful take-over in
July  2011 of  Sheba  Exploration,  the  gold  exploration  company operating in
Ethiopia.   This was seen as a move by  Centamin to diversify away from its role
of  sole major gold producer in Egypt at  a time when civilian unrest was on the
increase.   With the political uncertainties this created, Centamin faced labour
problems  at its flagship Sukari mine situated near the Red Sea and though these
were  swiftly resolved,  the market  took fright  on the announcement of a below
forecast  first quarter  production figure  of 49,000 oz  due to  strike action.
This  was  later  corrected  with  a record 67,000 oz second quarter output, but
labour  problems resurfaced  to reduce  the third  quarter result  to 61,000 oz.
 Management  believes the 250,000 oz target for the full year remains achievable
with  a record fourth quarter outcome expected,  thus giving an increase of some
25% on 2011.

Ambitious  plans see 350,000 oz as a 2013 target and 450,000 oz for 2014, while
hopes  of a first dividend pay-out for end 2012 have caused the shares to rally.
 This  boost in future production follows a  major US$280 million expansion plan
in  progress at Sukari, due for completion in early 2013; with US$140 million of
cash internally generated over 9 months of trading, the expansion project should
be  entirely self-financed.  Sukari contains an estimated 15 million oz of gold,
mostly  open-pittable, giving an average grade  of 1.1 grammes of gold per tonne
of ore.

While production costs are rising to over US$700 an ounce, the promising outlook
for  a rising  gold price  makes Centamin  an interesting hedge prospect, albeit
dependent  on general civil disturbances in Egypt and Sukari labour unrest being
resolved,  and a favourable fiscal regime remaining unchanged from a present 3%
royalty  and a 50:50 profits split with Government, and that only after recovery
of full capital expenditure.



Greatland Gold plc - AIM ticker: GGP

Website: www.greatlandgold.com

Greatland  Gold is focused on gold  exploration and development with projects in
Western  Australia and Tasmania which have seen increasing levels of exploration
activity  in the past year.  Encouragingly,  it continues to receive third party
enquiries for possible joint ventures across its licences, leading management to
believe that further value remains to be unlocked therefrom.

The  Western  Australia  Ernest  Giles  project,  consisting of three contiguous
tenements  covering 948 sq  km, saw  drilling carried  out on targets across the
licensed areas, with initial results from early stage drilling.  In the southern
licence,  drilling  showed  mineralisation  occurring  at  shallower depths than
expected.   The rocks intersected included typical greenstone sequence of basalt
and  banded iron  formation with  quartz veining  and sulphide mineralisation at
10%.  Rocks  showed visible alteration and  structural deformation.  The highest
mineralised intercept was 1m at 1.28 g/t gold from 149m.  Repeat samples confirm
the  tenor of the  1m samples to be  correct.  While this  result is modest, the
Company's  exploration  model  has  now  been  confirmed over a potential strike
length  of at  least 500m, and  management is  confident that  Ernest Giles will
deliver.

The  Firetower project, consisting of four contiguous tenements covering an area
of  265sq km located in northern Tasmania, has an initial JORC inferred resource
of  90,000 oz  of  gold.   Following  last  year's  farm-in agreement with Unity
Mining, by which they can earn up to 75% of the project for an expenditure of up
to A$7 million over a five and a half year period, diamond drilling commenced in
September.  Meanwhile the Warrentina project, which consists of several historic
goldfields over 30km of strike, has recorded single metre mineralised intercepts
up  to 103 g/t  gold at  the Derby  North area  at the  centre of the site, with
additional drilling planned by the year-end.

With  cash in hand of £717,000  at end June, the successes  of the past year and
anticipated  further progress in  its projects to  come, management is confident
that real value is there to be unlocked from the portfolio.



KEFI Minerals plc - AIM ticker: KEFI

Website:  www.kefi-minerals.com

KEFI  Minerals  is  a  dynamic gold  and  copper  exploration company focused on
exploring  for  world-class  mineral  deposits  in  the  well-endowed and under-
explored  Tethyan Mineral Belt of Turkey and in the prolifically mineralised and
incredibly  diverse geological  structure of  the Arabian  Shield which makes up
almost half of the Kingdom of Saudi Arabia.

In  Turkey KEFI has  six exploration projects  with its drilling having returned
intercepts  of up to 2.85 m at 16.05g/t gold and 54.8 g/t silver at Derinin Tepe
and up to 2m at 20.9g/t gold and 47.4 g/t silver at Artvin.

In  Saudi Arabia where KEFI is operator in  a 40:60 joint venture (G & M) with a
leading  Saudi construction and investment group, ARTAR,  G & M has been granted
so  far 4 exploration licences with a further 19 currently under application. At
the Selim North prospect gold-bearing dykes have been defined at Camel Hill with
trench  results at 17mat 3.4 g/t  gold: while at  the Jibal Qutman prospect rock
chip  channel samples  of up  to 4m at  9.36g/t g/t gold  and 93 g/t silver were
returned  and trench  sampling gave  best results  of 3.2m at  27.7 g/t gold and
262g/t silver.  Diamond drilling is now proceeding at both prospects.

The  Arabian Shield is  still under-explored and  offers excellent potential for
discovery  of major  gold and  copper mines.   Kefi is  well placed  to progress
further  effective exploration programmes that  aim to fast-track gold discovery
and eventual development of new mines.



Nordic Energy plc - to be admitted to PLUS-SX

Website:  www.nordicenergyplc.com

Nordic,  Starvest's most recent start-up investment,  is set up as an investment
vehicle  seeking opportunities  in the  oil and  gas exploration  and production
sector  in the North Sea  and Northern Europe with  an initial focus on low cost
entry  situations in the Danish, Norwegian  and Dutch offshore sectors, a region
in  which its directors have significant experience.  For Starvest this was seen
as  a good opportunity in which to  use its scarce financial resources to expand
on  its interests in a sector which it  sees as likely to deliver returns in the
short to medium term.

Nordic  is expecting to be admitted to PLUS-SX during October 2012 having raised
£444,000  in  addition  to  the  founders'  subscriptions; Starvest was one such
founder shareholder.



Oracle Coalfields plc - PLUS ticker: ORCP

Website:  www.oraclecoalfields.com

Oracle  Coalfield's, as the  first developer of  coal mining in Pakistan, switch
from  PLUS  Markets  to  AIM  in  April  2011 has since met with a disappointing
reluctance  on the part of UK investors to recognise the significant progress it
has  subsequently achieved in  fulfilling the commitments  made and expectations
raised  in  support  of  its  AIM  admission. As a result of current restrictive
capital markets, its share price has seriously faltered, making it difficult for
Oracle  to raise additional modest funding from  UK sources to cover minor final
exploration and  site infrastructure  projects required  to be undertaken before
commencement  of its major mine development work.  Recourse to non-UK sources of
finance  is therefore  under consideration  as a  precursor to  raising the main
development financing in early 2013.

Meanwhile  in Pakistan,  Oracle's project  is enthusiastically  supported by the
Government  who are  anxious to  appease mounting  civil unrest caused by severe
shortages  of  electricity which  is  also  crippling  industry  at large.  With
indigenous  oil and gas production in decline and hydro power at its limit it is
easy  to  see  why  as  a  matter  of  urgent  economic  necessity, the earliest
production of local coal has become vital, with ultimate replacement of all coal
imports.

Against  this background Oracle's role of being first producer of Thar coal with
a  lead of some 2 years over any  potential rival is clearly beneficial but also
carries  a heavy onus of responsibility.   Granted a renewable mining licence of
30 years duration, Oracle's Block VI covering 66 sq km of the Thar Coalfield has
an  assessed total resource of 1.4 billion tonnes; the initial development phase
will  cover 20 sq km with a JORC assessed resource of 529 million wet tonnes and
a  proven  reserve  of  113 mt.   Initial  development plans envisage production
starting by late 2014 with 1 mt projected for 2015, reaching 2.5 mt by 2016.

Oracle's  current market capitalisation is therefore infinitesimal when compared
with  the enormity of  its project.  The  management requires ingenuity to raise
its  profile to  gain the  financial support  necessary for the mine development
programme.



Regency Mines plc - AIM ticker: RGM

Website: www.regency-mines.com

Regency  Mines  is  focused  on  investing  in  the  mining and minerals sector,
directly  and indirectly,  and to  explore for  nickel, base  metals and gold in
Western  Australia,  and  copper  and  gold  in Queensland.  Its deal-making and
investment  arm has  assisted other  companies in  listing on AIM, including Red
Rock Resources plc which was established by Regency with a portfolio of iron and
manganese  properties.  Regency also holds strategic stakes in AIM-listed Oracle
Coalfields  plc and  Alba Mineral  Resources plc,  and has  recently taken up an
option to buy Sudanese agrochemical assets.

Regency's  exploration arm continues to  explore assets in Western Australia and
Queensland  where additional ground has been acquired and mineral prospects have
been  extended to include titanium, graphite, rare  earths and uranium.  But its
principal  asset is the 50:50 joint venture with  Direct Nickel Ltd (DNI) in its
emerging  world-class Mambare nickel-cobalt  project in Papua New  Guinea; it is
also  a significant  shareholder in DNI  which owns  a laterite nickel treatment
technology at pilot plant stage.

Regency's  recent announcement of its  Mambare resource, 162.6 mt nickel grading
0.94% with  1.53mt of  contained  nickel,  has  failed  undeservedly  to  arouse
appropriate  interest  in  the  stock market, especially  with  the  prospect of
further   results  to  come  from  future  drilling.   While  present  financial
constraints  may prevent  accelerated advancement  of its  key projects, Regency
will fund itself through the equity markets and opportune sales of assets.

Once  investor buying interest returns to  rally the market, Mambare's potential
as  a low-cost  nickel producer  with a  deposit capable of supporting long-term
production should trigger an early re-rating of the shares.



Red Rock Resources plc - AIM ticker: RRR

Website: www.rrrplc.com

Red  Rock is a mineral exploration and development company focusing on iron ore,
gold  and manganese  operations in  Colombia, Kenya  and Greenland.   It creates
shareholder  value by de-risking early stage mineral exploration projects and by
spinning  them off  to crystallise  the added  value created.  This strategy was
successfully  applied  to  its  iron  ore  and  manganese  interests  in Western
Australia  that now  form part  of ASX-listed  Jupiter Mines Ltd (JML) developed
with Pallinghurst Resources as a steel feed platform; JML has recently announced
the  first manganese  mined from  its Tshipi  Borwa mine  in South  Africa.  The
development  of JML has created the solid  financial base for Red Rock taking on
its exploration investments elsewhere; these are:

  * In Colombia, Red Rock's activities concern gold and centre on a 50.002%
    interest in Four Points Mining which owns the re-opened El Limon mine,
    currently under offer.
  * In Kenya, the Migori Project has seen the conclusion of 15,000 metres of
    infill resource drilling over its four resource prospects with upgrades
    expected of resource estimates; an earlier JORC compliant indicated and
    inferred estimate exceeded 1m ozs, while a scoping study has given a
    positive conclusion to a tailings plant proposal.
  * In north-west Greenland, initial results from a maiden drill season in the
    Melville Bugt high grade shipping iron ore project, close to deep water, had
    twenty-seven holes completed with 40% of all metres drilled intersecting
    significant magnetite BIF intersections.  A mineral resource estimate is
    awaited which is expected to result in the company increasing its stake from
    25% to 60%.
Red  Rock has  consistently created  value for  its shareholders  by acting as a
successful  explorer and  asset trader,  a fact  not currently recognised in its
present  lowly  share  rating,  and  in  similar  ratings given to its principal
investee companies.



Sunrise Resources plc - AIM ticker: SRES

Website:  www.sunriseresourcesplc.com

Sunrise   Resources   is  a  diversified  mineral  exploration  and  development
specialist  seeking to develop profitable mining operations to sustain its wider
exploration  efforts and to create  value for its shareholders through discovery
of  world-class  deposits.   Whereas  in  the  past  its  former name of Sunrise
Diamonds  reflected  a  strong  concentration  on  diamond exploration, a marked
change  in its interests and their  geographical spread around the World readily
explains  the name  change.  Its  diamond projects  in Finland  have been put on
hold.   With long government delays in processing Canadian licence applications,
and  with  disappointing  results  from  a  second follow-up drill programme led
management  to  surrender  its  option  to  purchase the Canadian Long Lake gold
project and its adjacent copper platinum group project which would have required
significant  further exploration expenditure in the  run-in to the option expiry
date.

The  diversification of Sunrise's commodity interests into gold, base metals and
industrial  minerals based primarily  on Canada, Ireland  and Australia has come
about  through  the  company's  new  focus  on  a  100% owned  barite project at
Derryginagh  near Bantry  in south  west Ireland.   Sunrise sees potential for a
modest  scale  mining  operation  producing  high  value white barite for use as
industrial  filler.  Results of  its first drilling  have established high grade
extensions  to the local barite system and  existing well below levels exploited
by  previous developers; the project has clear attractions.  Add to this the new
Cue  diamond project in Western Australia where  five holes have been drilled to
sample  the Cue  1 kimberlite and  five more  to test geological and geochemical
targets; petrological and diamond evaluation results are awaited.

Investors  have seen the Sunrise share price react positively to the prospect of
a more cash-generative news-flow.



Mineral exploration ventures accounting for 10% of portfolio value:

Alba Mineral Resources plc - AIM ticker: ALBA

Website: www.albamineralresources.com

Alba is  a  committed,  technically  driven  explorer  with a commodity focus on
uranium and base metals, with a portfolio of mineral properties and interests in
Mauritania and Ireland.  Projects are at different stages of development ranging
from  early exploration targets  to more advanced  drill-ready projects.  Alba's
overall  corporate and exploration strategy is one  of developing a portfolio of
well-researched,  promising and prospective exploration  properties that will be
pursued  further, either in the Company's own right or in conjunction with other
parties.   To create and realise value, projects  may be disposed of in whole or
in  part, spun  off into  a separate  company, joint  ventured to include a cash
consideration  and/or  maintaining  a  "net  smelter  return"  or developed into
operating mines.

Activities  in the  past year  have been  focused on securing additional funding
with  on-going  costs  having  been  met  out  of loans from directors and other
related  parties.  Nonetheless, work  has continued on  the Company's 100% owned
Limerick  zinc-lead-silver licence  as a  result of  the joint venture agreement
with  the  Canadian  Teck  Group which  undertook  a complete reappraisal of all
previous  exploration  work.   Results of  new  drilling revealed an encouraging
presence of pyrite, often indicating the presence of base metals, so drilling is
continuing.   Under the terms of the JV agreement, Teck has the option to earn a
75% interest   in   the   Limerick  project  before  forming  a  JV  company  on
making payments totalling US$1m up to end June 2015.

In Mauritania, the uranium exploration permit lost almost a year previously, was
reinstated  by the  authorities. Subject  to successful  fund-raising, fieldwork
will  recommence shortly.  Alba  will continue to  seek new partners under joint
venture arrangements.



Equity Resources plc - PLUS ticker: EQRP

Equity  Resources  is  invested  entirely  in  Regency  Mines  plc  and Red Rock
Resources  plc, both of  which are discussed  above, and consequently  has had a
tough  year.   The  company's  recently  announced  results  reflect the current
malaise,  although each of the three directors has recently exercised options in
lieu of fees so as to conserve cash.



Gippsland Limited - Sydney ASX ticker: GIP

Website:  www.gippslandltd.com.au

Gippsland,  the Perth-based Australian  international resource company, formerly
AIM-listed,  has suffered a disappointing share  price performance over the past
year  as investors viewed its  interests as rather too  long-term and subject to
the risks of growing political unrest.  Gippsland's interests are principally in
the  Middle East and focus on the  Arabian Nubian Shield region, with a 40% home
interest in the largest Australian tin project in Heemekirk Tasmania.

The  development of the 44.5 million tonne Abu Dabbab tantalum/feldspar deposit,
located  in the Egyptian Central  Desert, will result in  the creation of one of
the  world's foremost sources of tantalum, a  metal vital to the electronics and
aerospace  industries.  The project is managed under a 50:50 partnership with an
Egyptian  state company.   A minimum  2 million tonne  mill feed  rate per annum
yielding  650,000lb of tantalum will give the now operating mine a 20 year life,
with  further  ultimate  back-up  available  from  an  adjacent 98 million tonne
Nuweibi deposit mine also 50% owned by Gippsland.

Another  100% owned subsidiary, Nubian Resources, is involved in gold and copper
prospecting  in  Eritrea.   Doubts  about  Gippsland's  ability  to  finance the
development  of its significant  portfolio of interests,  coupled with a lack of
regular  news releases  to the  market, may  have served  to undermine  its more
recent share rating.



International Mining & Infrastructure Corporation plc - AIM ticker: IMIC

Website: www.imicplc.com

International  Mining  &  Infrastructure  Corporation (IMIC), the Africa-centric
company   focused  on  infrastructure  solutions  primarily  for  the  iron  ore
sector, has  established a key strategic partnership with African Iron Ore Group
(AIOG)  to  bring  to  the  Government  of  Guinea  a fully financed, integrated
transport solution for the multi-billion dollar Simandou South iron ore project.

With  West  and  Central  African  nations  seeking  to  develop  their resource
potential  as a means of  unlocking their economic development,  so the need for
major infrastructure improvements to already over-stretched existing rail, port,
and  power facilities has become critical  to ensuring access of their resources
to  the consumer markets of the  industrialised world.  Therefore, the challenge
is  to develop  requisite infrastructure  solutions as  a stimulus  for balanced
growth  and the  broad-based economic  empowerment of  the people.  And commonly
this  necessitates close association and involvement of development institutions
as well as the assistance of consuming nations.

Against  this background, IMIC saw an  opportunity to become the funding partner
to  AIOG  and  to  get  involved  in  the  creation  and  funding of the special
purpose vehicles (SPVs) to carry out such infrastructure work, with Guinea being
the  first target area and with the involvement of substantial Chinese consortia
in  the Simandou  project work.   Presently, IMIC  is the  only listed  route to
involvement in private company AIOG and the related infrastructure potential now
fast  developing.  IMIC has a 10% equity stake  in AIOG, while AIOG in turn owns
11.9% of  IMIC. IMIC intends to take equity stakes in mining companies operating
in  the  region,  a  3.9% stake  having  been taken in AIM-listed Afferro Mining
operating in Cameroon.



Minera IRL Limited - AIM ticker: MIRL

Website: www.minera-irl.com

Minera  is a Jersey registered  company and together with  its subsidiaries is a
Latin  American  precious  metals  mining,  development and exploration company,
listed on the AIM Market, the Lima Stock Exchange, and the Toronto TSX Exchange.
 In  Peru the company  operates the Corihuarmi  gold mine, has  completed a pre-
feasibility  study on the  Ollachea Project, and is  exploring a number of other
gold  prospects.  In Argentina the company  has completed a feasibility study on
the Don Nicolas gold project in Patagonia, and is prospecting large land package
under exploration licences held in its name.

Results  for the past year showed impressive  advancement on all fronts and with
the  development projects of Ollachea and Don Nicolas starting production within
the  next three years, overall production  should reach 170,000 oz by 2015.  Add
the  enviable cash balance in hand end June of US$ 23 million and the conclusion
must  be that an excessive perception  of country risk associated with Argentina
could be unfairly impacting on the share price.



The remainder accounting for 5% of the portfolio value:



Agricola Resources plc - PLUS ticker: AGRI - suspended

Website: www.agricolaresources.com

Agricola Resources has withdrawn from its gold exploration activities in Morocco
following a reassessment of the licence potential.  There is talk of projects in
New Zealand and Kazakhstan, but no certainty of outcome.



CAP Energy Limited - PLUS ticker: CAPP

Website: www.capenergy.co.uk

Cap  Energy  invests  in  oil  and  gas  projects  in  the USA.  Following a re-
capitalisation  and re-organisation of the business  earlier this year, in which
Starvest was not invited to participate, we were heavily diluted and so now have
a nominal interest only.



Carpathian   Resources   Limited   -   Sydney   ASX   ticker:  CPN  -  suspended


Website: www.carpathian.com.au

Carpathian  Resources  is  an  Australian  ASX-listed  oil  and gas explorer and
producer  with a focus on  Central Europe and a  primary sector concentration on
the  Czech Republic.  The company's  production interests are 50% participations
in  the Janovice gas  block in northern  Moravia and the  Krasna oil field and a
90% interest  in the Rosnov  gas project.



Static  trading has  tended to  restrict returns  to the  Group and  a degree of
diversification  has occurred in  its investment interests  with its controlling
stake  taken in Singapore-based Somap International Shipping and Trading, with a
principal  activity  of  buying  and  selling  ships  for recycling, breakage or
demolition,  some 900 vessels having been sold since the business was originally
started.  The company has also entered into a strategic cooperation and advisory
service  contract with the Russian Gazprom  Group, in particular connection with
the securing of debt financing.



Kincora  Copper  Limited,  formerly  Brazilian  Diamonds  Limited  - Toronto TSX
ticker: KCC

Website: www.kincoracopper.com

The  interest  in  Kincora  Copper  derives  from  a  shareholding in the former
Brazilian Diamonds which was merged with private company Kincora Group and later
was transformed into Kincora Copper.

TSX-listed Kincora Copper is based in Vancouver and is focused on Mongolia, home
of  the world-class  Oyu Tolgoi  copper-gold belt,  and as yet underexplored and
undeveloped.  Kincora operates in south-east Mongoli the deposits of Bronze Fox,
Tourmaline Hills, North Fox and Golden Goose prospect, together forming a highly
prospective licence area.

Kincora  Copper  has  not  been  as  forthcoming  with announcements of drilling
progress  and results  as one  might expect  in view  of the significance of its
asset  base.  It continues to enjoy  significant financial support from its 29%
shareholder,  Origo Partners,  and is  understood to  have had adequate funds in
hand  to  carry  out  a  good  part  of  its  2012 exploration  programme.   But
realistically  the day when Kincora takes  on a major development partner cannot
be far away.



Kuwait Energy plc, formerly Concorde Oil & Gas plc

Website:  www.kec.com

The  interest in  Kuwait Energy  arises from  the takeover  of the  Luzskoye and
Chikshina  projects of Concorde Oil & Gas  plc.  After a long period of silence,
it  transpires  that  Starvest  has  an  interest  in  Kuwait  Energy,  a Jersey
registered  company, and  in Kuwait  Energy Company  KSCC, a Kuwaiti company.  A
London  listing for  Kuwait Energy  is expected  when it  should be  possible to
attribute some value to the holding.



Rare Earths and Metals plc, formerly Lisungwe plc - PLUS ticker: REMP

Website: www.rareearthsandmetals.com

Rare  Earths and Metals has  made few announcements during  the past year but we
expect  news during the next  few months as the  company has a 30 September year
end so will be required to issue an update soon.



Silvermere Energy plc - AIM ticker: SLME

Website:  www.silvermere-energy.com

Silvermere  Energy, formerly Chalkwell Investments, has oil and gas interests in
the  Gulf of  Mexico.  Following  a re-capitalisation  of the business, in which
Starvest was not invited to participate, we were heavily diluted and so now have
a nominal interest only.



Woburn Energy plc - AIM ticker: WBN

Website: www.woburnenergy.com.

Our  investment in Woburn Energy has seen a marked upturn in its potential after
a  somewhat disappointing performance with the consistent losses it had reported
on  its Colombian activities in  the past.  This welcome  change in its fortunes
has  arisen through  its recent  disposal for  cash of  its entire  portfolio of
Colombian  beneficial oil and gas interests,  and thereby settling all its local
outstanding  liabilities.  Woburn expects that by  April 2013 its receipt of the
net sales settlement from its 51%owned local subsidiary LOQC will amount to US$5
million.

Woburn  has no assets at this time other  than this pending settlement and so is
now  an investing company under the AIM Rules. Following the final settlement of
its  outstanding  loan  and  of  other  due  fees  and costs, Woburn will have a
significant   cash  resource  of  over  $3  million  to  pursue  new  investment
opportunities to be sought in the oil and gas sector outside the Americas.



Companies with other interests

Alpha  Universal Management  plc, formerly  Lotus Resources  plc -  PLUS ticker:
AUNP

Alpha  Universal is in business to  acquire debt portfolios and other discounted
assets.   Following a  re-capitalisation of  the business,  in which we were not
invited  to participate, Starvest was  heavily diluted and so  now has a nominal
interest only.



Guild Acquisitions plc - PLUS ticker:  GACQ

Guild Acquisitions is a small Isle of Man based investment company.  Amongst its
investments  is  a  19.59% interest  in  Equity  Resources  plc.  Others are not
disclosed in the financial statements to 31 December 2011.



Marechale Capital plc - AIM ticker: MAC

Website:  www.marechalecapital.com

Marechale  Capital is an investment banking and corporate finance business using
its  established relationships  and sector  specialisation to  raise capital and
refinance  high growth  companies and  funds in  the retail,  leisure, renewable
energy and infrastructure sectors.

The past year saw the company moving into operating profit.

Marechale considers it now has a good pipeline of growth and capital development
transactions  in its chosen  sectors, but remains  cautious about overall market
conditions  affecting the operating environment of their client companies and of
debt and fund-raising opportunities in general.



In  addition to the  above, Starvest has  interests in the  following quoted and
unquoted  companies, none of which are deemed  to have significant value at this
present  time: Addworth plc - general investment holding company; Fundy Minerals
Limited, www.fundyminerals.com; Goliath Resources Inc - Pink Sheets OTC ticker -
GHRI;  Silvermere Energy  plc; Treslow  Limited -  a copper-nickel prospect near
Armstrong in North West Ontario, Canada.





Profit and loss account
for the year ended 30 September 2012

                                 Year ended 30 September         Year ended 30
                                                    2012         September 2011

                                                       £                      £



 Operating income                                      -              3,788,942

 Direct costs                                          -              (629,896)
                                ------------------------- ---------------------
 Gross profit                                          -              3,159,046

 Administrative expenses                       (199,791)              (228,799)

 Amounts written off trade                     (842,703)              (104,724)
 investments
                                ------------------------- ---------------------
 Operating (loss)/profit                     (1,042,494)              2,825,523

 Interest receivable                              10,932                  1,877

 Interest payable                                      -                (1,837)
                                ------------------------- ---------------------
 (Loss)/profit on ordinary                   (1,031,562)              2,825,563
 activities before taxation

 Tax on (loss)/profit on                         284,044              (762,418)
 ordinary activities
                                ------------------------- ---------------------
 (Loss)/profit on ordinary                     (747,518)              2,063,145
 activities after taxation
                                ------------------------- ---------------------


 (Loss)/earnings per share -                 (2.0) pence              5.6 pence
 basic
                                                       -              5.1 pence
 (Loss)/earnings per share -
 diluted
                                ------------------------- ---------------------

There  are no recognised gains  and losses in either  year other than the result
for the year.

All operations are continuing.





Balance sheet
As at 30 September 2012

                                          30 September 2012   30 September 2011

                                                          £                   £

 Current assets

 Debtors                                            310,042              27,710

 Trade investments                                3,051,056           3,368,759

 Cash at bank and in hand                           199,036           1,893,536
                                         ------------------- ------------------
                                                  3,560,134           5,290,005

 Creditors - amounts falling due                   (46,241)           (867,008)
 within one year
                                         ------------------- ------------------
 Net current assets                               3,513,893           4,422,997


                                         ------------------- ------------------


 Share capital and reserves

 Called-up share capital                            394,173             390,173

 Share premium account                            2,118,396           2,100,396

 Profit and loss account                          1,001,324           1,932,428
                                         ------------------- ------------------
 Equity shareholders' funds                       3,513,893           4,422,997


                                         ------------------- ------------------



Cash flow statement
for the year ended 30 September 2012

                                               Year ended          Year ended
                                        30 September 2012   30 September 2011
                                                        £                   £


 Net cash (outflow)/ inflow from                (781,300)           2,317,308
 operating activities

 Returns on investment and
 servicing of finance:

 Interest received                                 10,932               1,877

 Interest paid                                          -             (1,837)
                                       ------------------- -------------------


                                                   10,932                  40
                                       ------------------- -------------------


 Taxation (paid)/recovered                      (762,546)               9,490
                                       ------------------- -------------------


 Dividend paid                                  (183,586)            (91,793)
                                       ------------------- -------------------


 Financing:

 Issue of new shares                               22,000                   -


                                       ------------------- -------------------


                                                   22,000                   -
                                       ------------------- -------------------


 (Decrease)/increase in cash in the           (1,694,500)           2,235,045
 year
                                       ------------------- -------------------



 (Loss)/earnings per share     Year ended 30 September  Year ended 30 September
                                          2012                     2011
 The basic (loss)/earnings                           £                        £
 per share is derived by
 dividing the (loss)/profit
 for the year attributable to
 ordinary shareholders by the
 weighted average number of
 shares in issue.

 (Loss)/profit for the year                  (747,518)                2,063,145
                             --------------------------------------------------
 Weighted average number of                 36,967,532               36,717,259
 Ordinary shares of £0.01 in
 issue                                     (2.0) pence                5.6 pence

 (Loss)/earnings per share -
 basic
                             --------------------------------------------------
 Weighted average number of                 37,383,926               40,492,259
 Ordinary shares of £0.01 in
 issue inclusive of
 outstanding options

 (Loss)/earnings per share -                         -                5.1 pence
 diluted
                             --------------------------------------------------
 The weighted average number of shares in issue excludes outstanding options
 exercisable at 15 pence per share as they are out of the money.

 In view of the loss for the year, diluted earnings per share has not been
 calculated; the options have no dilutive effect.



The  financial information set out above  does not constitute statutory accounts
as defined in the Companies Act 2006.

The  balance sheet  at 30 September  2012, the profit  and loss account, and the
cash  flow  statement  for  the  year  then  ended  have been extracted from the
Company's  statutory financial  statements upon  which the  auditor's opinion is
unqualified  and  does  not  include  any  statement  under  Section  498 of the
Companies Act 2006.
The Directors do not recommend the payment of a dividend for the year.

Copies  of the report and financial statements will be posted to Shareholders no
later  than 9 November  2012 and will  be available  for a  period of  one month
thereafter from the Company Secretary at the following business address: 67 Park
Road, Woking, Surrey, GU22 7DH, email:  email@starvest.co.uk

Alternatively,  the  report  may  be  downloaded  from  the  Company's  website,
www.starvest.co.uk.

Enquiries to:
  * Bruce Rowan, telephone 020 7486 3997
  * John Watkins, telephone 07768 512404, or to john@starvest.co.uk
  * Gerry Beaney, Colin Aaronson or David Hignell, Grant Thornton Corporate
    Finance, telephone 020 7383 5100

END

















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Source: Starvest plc via Thomson Reuters ONE
[HUG#1652549]