Maven Income
and Growth VCT 3 PLC
Final results
for the year ended 30 November 2023
The Directors report the Company's financial
results for the year ended 30 November 2023.
Highlights
• NAV total return at the
year end of 150.05p per share (2022: 152.49p)
• NAV at the year end of
52.48p per share (2022: 57.32p)
• Final dividend of 2.15p per
share proposed for payment in May 2024
• Offer for Subscription
closed in May 2023, raising a total of £6.75 million
• New Offer for Subscription
launched in October 2023
Strategic
Report
Chairman's
Statement
On behalf of your Board, I am pleased to
present the 2023 Annual Report. Whilst this has been a challenging
year for the UK economy, it is encouraging to report on the
strategic progress that your Company has achieved. Although there
has been a modest reduction in NAV total return, this largely
reflects market dynamics where valuations across all sectors have
rebased in response to the unsettled economic conditions. AIM has
been particularly affected, as investors have exercised caution
towards smaller listed growth companies which, in some instances,
has resulted in further share price weakness, often despite company
specific announcements or newsflow. Within the unlisted portfolio,
most of the earlier stage companies have continued to deliver
revenue growth and achieve commercial milestones which, in certain
cases, has merited uplifts to valuations. The impact of this
positive progress has, however, been tempered by the general
reduction in valuation multiples. Notwithstanding the economic
conditions, it is encouraging to note that there has been further
expansion of the portfolio this year, with investments completed in
six private companies that operate across a range of dynamic and
emerging markets, helping to broaden the sectoral exposure across
the portfolio. Your Board remains committed to making regular
Shareholder distributions and is pleased to propose a final
dividend of 2.15p per share for payment in May 2024.
Overview
Throughout the year, the economic outlook was
dominated by persistently high inflation and rising interest rates,
which has impacted consumer and business confidence. Against this
backdrop, your Company has delivered a resilient performance, which
helps to demonstrate the strength of the investment strategy. For a
number of years, your Company has been carefully building a large
and diverse portfolio, which includes an increasing number of
earlier stage companies with high growth potential. During the
year, many of these businesses have continued to achieve commercial
objectives and deliver meaningful revenue growth. As the portfolio
evolves, it is becoming evident that there are a number of high
performing companies that have the capability of delivering
superior returns at the point of exit. Given the progress achieved
the valuations of certain holdings have been uplifted, however, the
impact of the movement has been moderated by the reduction in
valuation multiples across public and private markets. Consistent
with the higher risk profile of an earlier stage portfolio, there
are also a small number of companies that have experienced
challenges, largely in response to the conditions in the wider
market and where the business plan has not been achieved. In these
cases, valuations have been reduced accordingly.
As previously noted, the performance of AIM has
been adversely impacted by the uncertain conditions in the wider
economy, which has resulted in investors remaining cautious towards
the junior stock market. Activity on AIM has also been subdued with
the market experiencing its quietest year for new Initial Public
Offerings (IPOs) in over 20 years, as those companies with cash
reserves have opted to delay fund raising activities until market
conditions and valuations stabilise. During the year, the FTSE AIM
All-Share Index recorded a 16% reduction in value, compared to a
22% reduction in the value of your Company's AIM quoted portfolio.
Despite recent performance, selective exposure to AIM will continue
to form part of the investment approach, as the Directors believe
that a large and well diversified portfolio of private equity and
AIM quoted holdings provides the optimal structure for delivering
consistent returns over the longer term. It is, however, likely
that there will continue to be limited new AIM investment activity
until there is demonstrable evidence of a sustained recovery in
this market.
The Directors are encouraged by the rate of new
investment that has been achieved during the year. After a slower
first half it is pleasing to report that six private companies were
added to the portfolio, with two further investments completed post
the period end. Throughout the year, the Manager has continued to
see good demand for growth capital from a wide range of
entrepreneurial and ambitious SMEs operating across the UK. This
highlights the benefits of the Manager's regional model, which
enables its investment team to develop strong relationships within
their local corporate finance communities and ensures introductions
to a wide pool of emerging companies. The ability to provide
follow-on funding remains a key part of the investment strategy as
it allows your Company to progressively support growth or to fund a
specific initiative, such as entering a new geographic region or
launching a new product, that will ultimately help a business
achieve scale and maximise value. Your Company is well positioned
to continue to follow its investment strategy in the year
ahead.
In October 2023, the Board was pleased to
launch a new Offer for Subscription, alongside Offers by the other
Maven managed VCTs. Your Company has a target raise of £5 million,
with the ability to utilise an over-allotment facility of up to a
further £2.5 million, and as at the date of this Annual Report,
£3.11 million has been raised. The Directors would like to remind
Shareholders that the Offers close to new applications on 5 April
2024 for the 2023/24 tax year and on 26 April 2024 for the 2024/25
tax year, unless fully subscribed ahead of these dates. Information
about the Offers, including the Securities Note and Application
Form, can be found at:
mavencp.com/vctoffer. With respect to the current Offer and
future fund raisings, the Board and the Manager welcomed the
announcement by the UK Government in November 2023 that tax relief
for the VCT and EIS schemes will continue until 2035. The news that
the "sunset clause" will be extended provides greater clarity to
Shareholders and, importantly, reassures ambitious and
entrepreneurial smaller UK companies that access to VCT growth
capital will be available for the foreseeable future.
The Investment Manager's Review contains
further details of the key developments across the portfolio and
can be found in the Annual Report. The principal Key Performance
Indicators (KPIs) are outlined in the Business Report, and a
summary of the Alternative Performance Measures (APMs) is included
in the Financial Highlights, with definitions of key terms
contained in the Glossary, available in the Annual
Report.
Treasury
Management
During the year, a key area of focus has been
the refinement of your Company's treasury management strategy,
where the objective remains to generate income from cash held prior
to investment in VCT qualifying companies, whilst meeting the
requirements of the Nature of Income condition. This is a mandatory
part of the VCT legislation, where not less than 70% of a VCT's
income must be derived from shares or securities. To fulfill this
condition, the Board had previously approved the construction of a
diversified portfolio of permitted, non-qualifying holdings in
carefully selected investment trusts with strong fundamentals and
attractive income characteristics, with the remaining cash held on
deposit across four Tier 1 UK banks. Given the rise in interest
rates during the year, the Board and the Manager have revised this
approach and adjusted the composition of this portfolio, whilst
ensuring that your Company maintains appropriate levels of cash for
new investment at all times. In this regard, the Board has approved
a revised strategy, focused on constructing a portfolio of leading
money market funds and investment trusts that will allow your
Company to maximise the income receivable on monies held prior to
deployment in VCT qualifying investments, whilst also ensuring
compliance with the Nature of Income condition. The investments
within this portfolio have been selected following a whole of
market review by the Manager and approved by the Company's VCT
adviser, and further details can be found in the Investments table
in the Annual Report. This strategy provides your Company with a
significant new stream of income, with a blended annualised yield
in excess of 3.3% currently being achieved from the portfolio of
treasury management investments and cash. Shareholders should,
however, note that this portfolio will vary in size depending on
the rate of VCT qualifying investment, investee company
realisations and overall liquidity levels.
Dividend
Policy
Decisions on distributions take into
consideration a number of factors, including the realisation of
capital gains, the adequacy of distributable reserves, the
availability of surplus revenue and the VCT qualifying level, all
of which are kept under close and regular review. The Board and the
Manager recognise the importance of tax free distributions to
Shareholders and, subject to the considerations outlined above,
will seek, as a guide, to pay an annual dividend that represents 5%
of the NAV per share at the immediately preceding year
end.
The Directors would like to remind Shareholders
that, as the portfolio continues to expand and the proportion of
holdings in growth focused younger companies increases, the timing
of distributions will be more closely linked to realisation
activity, whilst also reflecting the Company's requirement to
maintain its VCT qualifying level.
Proposed Final
Dividend
In keeping with the wider market, this has been
a quiet year for exits. The Directors are, however, proposing that
a final dividend of 2.15p per Ordinary Share, in respect of the
year ended 30 November 2023, be paid on 3 May 2024 to Shareholders
who are on the register at 22 March 2024. This will bring the
annual dividend to 2.65p per Ordinary Share, representing a yield
of 4.62% based on the NAV at the immediately preceding year end.
Since the Company's launch, and after receipt of the proposed final
dividend, a total of 99.72p per Ordinary Share will have been paid
in tax free distributions.
Dividend
Investment Scheme (DIS)
Your Company operates a DIS, through which
Shareholders can, at any time, elect to have their dividend
payments utilised to subscribe for new Ordinary Shares issued by
the Company under the standing authority requested from
Shareholders at Annual General Meetings. Ordinary Shares issued
under the DIS should qualify for VCT tax relief applicable for the
tax year in which they are allotted, subject to an individual
Shareholder's particular circumstances.
Shareholders can elect to participate in the
DIS, in respect of future dividends, by completing a DIS mandate
form. In order for the DIS to apply to the 2023 final dividend, the
mandate form must be received by the Registrar (The City
Partnership) before 12 April 2024, this being the relevant dividend
election date. The mandate form, terms & conditions and full
details of the scheme (including tax considerations) are available
from the Company's webpage at:
mavencp.com/migvct3. Election to participate in the DIS can
also be made through the Registrar's online investor hub at:
maven-cp.cityhub.uk.com/login.
If a Shareholder is in any doubt about the
merits of participating in the DIS, or their own tax status, they
should seek advice from a suitably qualified adviser.
Fund
Raising
In May 2023, your Company closed an Offer for
Subscription having raised £6.75 million across the 2022/23 and
2023/24 tax years. All shares in respect of this Offer have been
allotted and further details regarding the new Ordinary Shares
issued can be found in Note 12 to the Financial Statements in the
Annual Report.
On 13 October 2023, your Company launched a new
Offer for Subscription, alongside Offers by the other three Maven
managed VCTs, with a target raise of £5 million and the ability to
utilise an over-allotment facility of up to a further £2.5 million.
The first allotment of new Ordinary Shares for the 2023/24 tax year
completed on 19 December 2023, with a further allotment taking
place on 8 February 2024. Applications for the 2023/24 tax year
will close on 5 April 2024 and the final allotment for this tax
year will complete that day. Applications for the 2024/25 tax year
will close on 26 April 2024, unless fully subscribed ahead of this
date, and it is intended that shares for the 2024/25 tax year will
be allotted in early May 2024.
The Directors are confident that Maven's
regional office network has the capability to continue to source
attractive investment opportunities in VCT qualifying companies
across a range of sectors, and that the additional liquidity
provided by the fundraising will facilitate further expansion and
development of the portfolio in line with the investment strategy.
In addition, the funds raised will allow your Company to maintain
its share buy-back policy, whilst also spreading costs over a wider
asset base, with the objective of maintaining a competitive ongoing
charges ratio for the benefit of all Shareholders.
Share
Buy-backs
The Directors acknowledge the need to maintain
an orderly market in the Company's shares and have, therefore,
delegated authority to the Manager to enable the Company to buy
back its own shares in the secondary market for cancellation or to
be held in treasury, subject always to such transactions being in
the best interests of Shareholders.
It is intended that the Company will seek to
buy back shares with a view to maintaining a share price that is at
a discount of approximately 5% to the latest published NAV per
share. Any purchase of the Company's own shares will be subject to
various factors including market conditions, available liquidity
and the maintenance of the VCT qualifying status. It should,
however, be noted that such transactions are prohibited whilst the
Company is in a closed period, which is the time from the end of a
reporting period until the announcement of the relevant results, or
the release of an unaudited NAV. Additionally, a closed period may
be introduced if the Directors and Manager are in possession of
price sensitive information.
Shareholders should note that neither the
Company nor the Manager can execute a transaction in the Company's
shares. Any instruction to buy or sell shares on the secondary
market must be directed through a stockbroker. If a Shareholder
wishes to buy or sell shares on the secondary market, they, or
their broker, can contact the Company's corporate broker, Shore
Capital Stockbrokers on 020 7647 8132, to discuss a
transaction.
VCT Regulatory
Developments
During the period under review, there were no
further amendments to the rules governing VCTs, and your Company
remains fully compliant with the complex conditions and
requirements as set out by HMRC.
Shareholders may recall that under the VCT
scheme approved by the European Commission in 2015, a "sunset
clause" was introduced, which stated that income tax relief would
no longer be available on subscriptions for new shares in VCTs made
on or after 6 April 2025, unless the legislation was renewed by an
HM Treasury Order. In the Autumn Statement 2022, the Chancellor
announced that the "sunset clause" would be extended, and during
the year there was a significant amount of debate regarding the
mechanism required to achieve this. The Board and the Manager were
reassured by the announcement in the Autumn Statement 2023 that the
"sunset clause" would be extended until April 2035, with relevant
legislation to be announced in due course.
Valuation
Methodology
Consistent with industry best practice, the
Board and the Manager continue to apply the International Private
Equity and Venture Capital Valuation (IPEV) Guidelines as the
central methodology for all private company valuations. The IPEV
Guidelines are the prevailing framework for fair value assessment
in the private equity and venture capital industry. The most recent
update (December 2022) incorporates the special guidance, issued
post Covid and following the invasion of Ukraine, which expands on
the concept of and impact on valuations of distressed markets, as
well as looking at how environmental, social and governance (ESG)
factors impact valuations. The Directors and the Manager continue
to follow industry guidelines and adhere to the IPEV Guidelines in
all private company valuations. In accordance with normal market
practice, investments quoted on AIM, or another recognised stock
exchange, are valued at their closing bid price at the period end.
Further details on your Company's approach to valuing portfolio
companies can be found in Note 1 to the Financial Statements in the
Annual Report.
The Consumer
Duty
In July 2023, the FCA's new Consumer Duty came
into effect. This is an enhancement to the existing concept of
"treating customers fairly" and requires firms that are subject to
the new rules to ensure that they are acting to deliver good
outcomes for retail consumers and that their strategies,
governance, leadership and policies all reflect this. Although the
Consumer Duty does not apply directly to your Company, the Manager,
as an FCA authorised firm, is within its scope. During the year the
Manager has been providing the Directors with regular updates on
the work that has been undertaken to ensure that good outcomes are
being delivered for Shareholders, and will continue to report to
the Board on Consumer Duty related activities and ongoing
obligations.
Environmental,
Social and Governance (ESG) Considerations
The Board acknowledges the importance of ESG
principles and considers that portfolio companies with ESG aims
integrated into their business models are likely to benefit both
society and Shareholders. Whilst your Company does not have any
specific ESG targets and Maven does not manage any funds with
defined ESG criteria, the Board and the Manager believe that a
proactive approach to ESG is a driver to value creation, and can
help the long term growth and sustainability of these
businesses.
During the year, the Manager has made
encouraging progress in this evolving area and has established an
ESG and Responsible Investment Policy, which is a best practice
approach that is being applied across all portfolio companies.
Alongside this, the Manager has developed a robust framework for
assessing and promoting ESG aims across the portfolio by actively
engaging with portfolio companies and taking into consideration
material issues at the investment stage and, thereafter, monitoring
progress throughout the period of investment.
In May 2021, the Manager became a signatory to
the internationally recognised Principles for Responsible
Investment (PRI), demonstrating its commitment to include ESG as an
integral part of its investment decision making and ownership, with
the first report submitted in September 2023. Additionally in the
past year, the Manager has actively participated in various
initiatives dedicated to enhancing diversity and is also a
signatory to the Investing in Women Code, which aims to improve and
increase opportunities for female entrepreneurs.
The ESG regulatory landscape is continually
evolving, and the Manager provides the Board with regular updates
on the latest developments. A key regulation, which is prominent
within the asset management sector, is the Task Force on
Climate-related Financial Disclosures (TCFD). Although neither the
Company nor the Manager are currently required to disclose
climate-related financial information in line with the TCFD, they
recognise the significance and importance of the TCFD
recommendations in providing a foundation to improve investors'
ability to appropriately assess climate-related risks and
opportunities. Reporting in line with TCFD is, therefore, an
objective of the Manager as part of its approach to ESG. Alongside
this, the Manager reviews and actively engages with new ESG
regulations to understand any forthcoming responsibilities, and
will continue to update the Board on any requirements that are
material to your Company.
Constitution of
the Board
Shareholders will be aware of my decision to
step down as Chairman and Non-executive Director of your Company at
the conclusion of the 2024 Annual General Meeting (AGM), having
served on the Board for ten years.
As announced on 5 December 2023, I am pleased
to welcome David Priseman to the Board as a Non-executive Director
with effect from 1 February 2024. David has over thirty five years'
experience working for major banks and private equity houses as
well as advising entrepreneurs. He has served on boards in a
variety of sectors including care, aviation, software and
agriculture. Further details can be found in the Your Board section
within the Annual report. David will stand for election at the 2024
AGM.
Following discussion and agreement by the
Nomination Committee, the Board has unanimously agreed that Keith
Pickering will succeed me in the role of Chairman. Keith was
appointed to the Board in 2015 and has been Chair of the Audit
& Risk and Management Engagement Committees since 2016.
Following Keith's appointment as Chairman, the Board has agreed
that David Priseman will become Chair of the Audit & Risk
Committee.
I would like to take this opportunity to thank
my fellow Directors for the support that they have given me during
my tenure, and wish Keith, the rest of the Board and your Company
every success in the future.
Annual General
Meeting (AGM)
The 2024 AGM will be held on 2 May 2024 in
Maven's new London office, 6th
Floor, Saddlers House, 44 Gutter Lane, London EC2V 6BR. The
AGM will commence at 11:30am and the Notice of Annual General
Meeting can be found in the Annual Report.
The
Future
After a quieter period in the first half of the
year, the Directors are encouraged to note that the increased level
of activity experienced through the second half has continued into
the new year. In line with an improving economic outlook, several
companies within the portfolio are attracting acquisition interest
from a range of trade and private equity buyers. In the year ahead,
your Company's strategy remains focused on maintaining a healthy
rate of new investment and securing profitable exits in support of
the target dividend policy.
Atul
Devani
Chairman
15 March
2024
Business
Report
This Business Report is intended to provide an
overview of the strategy and business model of the Company, as well
as the key measures used by the Directors in overseeing its
management. The Company is a VCT and invests in accordance with the
investment objective set out below.
Investment
Objective
The Company aims to achieve long-term capital
appreciation and generate income for Shareholders.
Business Model
and Investment Policy
Under an investment
policy approved by the Directors, the Company intends to achieve
its objective by:
• investing the majority of
its funds in a diversified portfolio of shares and securities in
smaller, unquoted UK companies and AIM quoted companies that meet
the criteria for VCT qualifying investments and have strong growth
potential;
• investing no more than
£1.25 million in any company in one year and no more than 15% of
the Company's assets by cost in one business at any time;
and
• borrowing up to 15% of net
asset value, if required and only on a selective basis, in pursuit
of its investment strategy. The Board has no intention of approving
any borrowing at this time.
Principal and
Emerging Risks and Uncertainties
The Board and the Audit & Risk Committee
have an ongoing process for identifying, evaluating and monitoring
the principal and emerging risks and uncertainties facing the
Company. The risk register and risk dashboard form key parts of the
Company's risk management framework used to carry out a robust
assessment of the risks, including a significant focus on the
controls in place to mitigate them.
The principal and emerging risks and
uncertainties facing the Company are considered to be as
follows:
Principal
Risk
|
Root
Cause
|
Control
Measure
|
Investment
risk
|
·
Majority of investments are in small and medium sized
unquoted UK companies and AIM quoted companies, which carry a
higher level of risk and lower liquidity relative to investments in
large quoted companies.
|
· The
Company appoints an FCA authorised investment manager with the
appropriate skills, experience and resources required to achieve
the Investment Objective.
· The
Board ensures that a robust and structured selection, monitoring
and realisation process is applied by the Manager and regularly
reviews the investment portfolio with the Manager.
· The
Company's investment portfolio is diversified across a large number
of companies and a range of economic sectors, and is actively and
closely monitored.
|
Operational
risk
|
·
Heightened cyber security risk and potential IT failure,
which could cause a third party to fail to perform its duties and
responsibilities or experience financial difficulties such that it
is unable to carry on trading and cannot provide services to the
Company.
|
· The
Board closely monitors the systems and controls in place to prevent
or mitigate against a systems or data security failure.
· The
Board reviews control and compliance reports from the Manager,
which includes oversight of third party cyber security
arrangements, to ensure these adequately address systems and data
security risks.
·
Ability of third parties to operate effective business
continuity plan (BCP) arrangements has been validated.
|
VCT Qualifying
Status risk
|
·
Failure to meet VCT qualifying status could result in
Shareholders losing the income tax relief on initial investment and
loss of tax relief on any tax free income or capital gains
received. Failure to meet the qualifying requirement could result
in a loss of listing of the shares.
|
· The
Board works closely with the Manager to ensure compliance with all
applicable and upcoming legislation, such that VCT qualifying
status is maintained.
·
Further information on the management of this risk is
detailed under other headings in the Business Report in the Annual
Report.
|
Legislative
and Regulatory risk
|
·
Breaches of regulations including, but not limited to, the
Companies Act 2006, the FCA Listing Rules, the FCA Disclosure
Guidance and Transparency Rules, the General Data Protection
Regulation (GDPR), or the Alternative Investment Fund Managers
Directive (AIFMD) by the Company could lead to a number of
detrimental outcomes and reputational damage.
|
· The
Board strives to maintain a good understanding of the changing
regulatory agenda and consider emerging issues so that appropriate
changes can be developed and implemented in good time.
· The
Board and the Manager continue to make representations where
appropriate, either directly or through relevant industry bodies
such as the AIC, the British Private Equity and Venture Capital
Association (BVCA) and the Venture Capital Trust Association (VCTA)
in relation to any changes in legislation.
|
Emerging
Risk
|
Root
Cause
|
Control
Measure
|
Inflationary
pressures/
cost of living
crisis
|
·
Inflationary pressures, supply chain issues and access to
skilled workforce disrupting business plans and creating challenges
for SMEs within the portfolio.
·
Cost of living crisis resulting in rising costs within the
portfolio including, but not limited to, the cost of supplies,
employee wages and utilities.
|
· The
Board regularly reviews the investment portfolio with the Manager,
and the Manager works closely with portfolio companies to identify
and support them in the management of economic
challenges.
· The
Board and the Manager are monitoring this risk closely and, whilst
this risk cannot be obviated entirely, the Company's investment
portfolio is diversified across a large number of investee
companies and a range of economic sectors, and progress is actively
and closely monitored.
|
An explanation of certain economic and financial
risks and how they are managed can be found in Note 16 to the
Financial Statements in the Annual Report.
Statement of
Compliance with Investment Policy
The Company is adhering to its stated
investment policy and managing the risks arising from it. This can
be seen in various tables and charts throughout the Annual Report,
from information provided in the Chairman's Statement and in the
Investment Manager's Review. A review of the Company's business,
its position as at 30 November 2023 and its performance during the
year then ended is included in the Chairman's Statement, which also
includes an overview of the Company's business model and
strategy.
The management of the investment portfolio has
been delegated to Maven, which also provides company secretarial,
administrative and financial management services to the Company.
The Board is satisfied with the breadth and depth of the Manager's
resources and its nationwide network of offices, which supply new
deals and enable it to monitor the geographically widespread
portfolio of companies effectively.
The Investment Portfolio Summary in the Annual
Report discloses the investments in the portfolio and the degree of
co-investment with other clients of the Manager. The Portfolio
Analysis charts in the Annual Report show the profile of the
portfolio by industry sector. They help to show the sectoral
diversity of the portfolio and the hybrid structure which is
balanced between private growth capital companies, more mature
private company holdings, and AIM quoted investments. The level of
qualifying investments is monitored continually by the Manager and
reported to the Audit & Risk Committee quarterly, or as
otherwise required.
Key
Performance Indicators (KPIs)
During the year, the net return on ordinary
activities before taxation was a deficit of £2,815,000 (2022: a
surplus of £456,000), the loss on investments was £1,985,000 (2022:
gain of £626,000) and earnings per share were a deficit of 2.51p
(2022: 0.47p deficit). The Directors also use a number of
Alternative Performance Measures (APMs) in order to assess the
Company's success in achieving its objectives, and these also
enable Shareholders and prospective investors to gain an
understanding of its business. The APMs are shown in the Financial
Highlights and are defined in the Glossary in the Annual
Report.
In addition, the Board considers the following
to be KPIs:
• NAV total return;
• annual yield;
• share price discount to
NAV;
• investment income;
and
• ongoing charges
ratio.
The NAV total return is considered to be a more
appropriate long-term measure of Shareholder value as it includes
both the current NAV per share and the sum of dividends paid to
date. The annual yield is the total dividends paid for the
financial year, expressed as a percentage of the NAV per Ordinary
Share at the immediately preceding year end. The Directors seek to
pay dividends to provide a yield and comply with the VCT rules,
taking account of the level of distributable reserves, profitable
realisations in each accounting period and the Company's future
cash flow projections. The share price discount to NAV is the
percentage by which the mid-market price of a share is lower than
the most recently published NAV per share. The ongoing charges
ratio (OCR) is a measure of the total cost of a fund to an investor
and is the total recurring annual expenses of the Company,
including management fees charged to the capital reserve, as a
percentage of the average net assets attributable to Shareholders.
The Company's OCR for the year ended 30 November 2023 was 3.25%
(2022: 3.07%) and is detailed in Note 4 to the Financial Statements
in the Annual Report.
A historical record of these measures is shown
in the Financial Highlights in the Annual Report. The change in the
profile of the portfolio is reflected in the Summary of Investment
Changes in the Annual Report. The Board also reviews the Company's
investment income and operational expenses on a quarterly basis, as
the Directors consider that both elements are important components
in the generation of Shareholder returns. Further information can
be found in Notes 2 and 4 to the Financial Statements in the Annual
Report.
There is no VCT index against which to compare
the performance of the Company. However, for reporting to the Board
and Shareholders, the Manager uses comparisons with the most
appropriate index, being the FTSE AIM All-Share Index, and the
graph in the Annual Report compares the Company's performance
against the FTSE AIM All-Share Index. The Directors also consider
non-financial performance measures such as the flow of investment
proposals.
In addition, the Directors consider economic,
regulatory and political trends and factors that may impact on the
Company's future development and performance.
Valuation
Process
Investments held by Maven Income and Growth VCT
3 PLC in unquoted companies are valued in accordance with the IPEV
Guidelines, being the prevailing framework for fair value
assessment in the private equity and venture capital industry. The
guidelines were updated in December 2022 and incorporate the
special guidance issued post Covid and following the invasion of
Ukraine, and expand on the concept of and impact on valuations of
distressed markets, as well as looking at how ESG factors impact
valuations. The Directors and the Manager continue to follow these
industry guidelines and adhere to the IPEV Guidelines in all
private company valuations. Investments quoted or traded on a
recognised stock exchange, including AIM, are valued at their
closing bid price at the year end.
Share
Buy-backs
At the forthcoming AGM, the Board will seek the
necessary Shareholder authority to continue to conduct share
buy-backs under appropriate circumstances.
The Board's Duty and Stakeholder
Engagement
The Directors recognise the importance of an
effective Board and its ability to discuss, review and make
decisions to promote the long-term success of the Company and
protect the interests of its key stakeholders. As required by
Provision 5 of the AIC Code (and in line with the UK Code), the
Board has discussed the Directors' duty under Section 172 of the
Companies Act and how the interests of key stakeholders have been
considered in the Board's discussions and decision making during
the year.
This has been
summarised in the table below:
Form of
engagement
|
Influence on
Board decision making
|
Shareholders
Shareholders are encouraged to attend and vote
at the AGM and have the opportunity to ask questions and engage
with the Directors and the Manager.
The Company reports formally to Shareholders by
publishing Annual and Interim Reports. In the instance of a
corporate action taking place, the Board will communicate with
Shareholders through the issue of a Circular and, if required, a
Prospectus. In addition, significant matters or reporting
obligations are disseminated to Shareholders by way of London Stock
Exchange Announcements.
The Secretary acts as a point of contact for
the Board and communications received from Shareholders are
circulated to the whole Board.
The Manager also publishes its bi-annual
newsletter and provides regular portfolio updates by
email.
|
The Board recognises the importance of tax-free
dividends to Shareholders and takes this into consideration when
making decisions to pay interim and propose final dividends for
each year. Further details regarding dividends for the year under
review can be found in the Chairman's Statement.
The Directors recognise the importance to
Shareholders of the Company maintaining an active buy-back policy
and considered this when establishing the current programme.
Further details can be found in the Chairman's Statement and in the
Directors' Report in the Annual Report.
In making the decision to launch the current
Offer for Subscription, the Directors considered that it would be
in the interest of Shareholders to continue to grow the portfolio
and make investments across a diverse range of sectors. By growing
the Company, costs are spread over a wider asset base, which helps
to promote a competitive ongoing charges ratio, which is in the
interests of Shareholders. In addition, the increased liquidity
helps support the buy-back policy referred to above. Further
details regarding the current Offers for Subscription can be found
in the Chairman's Statement.
|
Environment and
society
The Directors and the Manager take account of
the social, environmental and ethical factors impacted by the
Company and the investments that it makes.
|
The Directors and the Manager are aware of
their duty to act in the interests of the Company and acknowledge
that there are risks associated with investment in companies that
fail to conduct business in a socially responsible
manner.
The Manager's ESG assessment of investee
companies focuses on their impact on the environment as well as
broader social themes, such as, the companies' approach to
diversity and inclusion in the workplace and their work with
charities. Further details can be found in the Chairman's
Statement, the Investment Manager's Review, and in the Statement of
Corporate Governance in the Annual Report.
|
Portfolio
companies
At the quarterly Board Meetings the Manager
reports to the Board on the performance of portfolio companies and
the Directors challenge the Manager where they feel it is
appropriate.
The Manager communicates directly with each
private investee company, normally through the Maven representative
who sits on the board of the private investee company.
From time to time, the management teams of
investee companies give presentations to the Board.
|
Through the Manager, the Directors encourage
portfolio companies to adopt best practice corporate governance,
exercising voting rights where required.
The Board is also mindful that, as the
portfolio expands and the proportion of early stage investment
increases, follow-on funding will represent an important part of
the Company's investment strategy and this forms a key part of the
Directors' discussions in relation to valuations, risk management
and fundraising.
Meeting with the management teams of the
private investee companies gives the Board a better understanding
of the investee business.
|
Manager
The Manager attends every Board Meeting,
presenting a detailed portfolio analysis and reports on key issues
such as VCT compliance, investment pipeline, utilisation of any new
monies raised, share liquidity and peer group
performance.
|
The Board ensures that the Manager implements
the investment objective and strategy, in accordance with the terms
of the Management and Administration Deed, and in compliance with
the VCT, and other, regulations. On an annual basis, the Board
conducts a review of the Manager's performance and management fee,
as part of its decision to re-appoint the Manager.
Information provided by the Manager supports
the Board's policies regarding dividends and share buy-backs and
the decisions made on fundraising.
The Board has an active treasury management
policy, which has the objective of generating income from the cash
held prior to investment. As detailed in the Chairman's
Statement and in the Investment Manager's Report, in the Annual
Report, during the year under review, the treasury management
strategy was refined in response to rising interest rates and to
ensure ongoing compliance with the Nature of Income test. This
resulted in an adjustment to the composition of the portfolio,
including the introduction of holdings in money market funds and an
expansion of the portfolio of investment trusts.
|
Registrar
Annual review meetings and control
reports.
|
The Directors review the performance of all
third party service providers on an annual basis, including
ensuring compliance with GDPR.
|
Banks and
Custodian
Regular statements and control reports received,
with all holdings and balances reconciled.
|
The Directors review the performance of all
third party providers on an annual basis, including oversight of
securing the Company's assets.
|
Employee, Environmental and Human Rights
Policy
The Company has no direct employee or
environmental responsibilities, nor is it responsible directly for
the emission of greenhouse gases. The Board's principal
responsibility to Shareholders is to ensure that the investment
portfolio is managed and invested properly. As the Company has no
employees, it has no requirement to report separately on employment
matters. The Board comprises five male Directors and delegates
responsibility for looking to ensure diversity to the Nomination
Committee, as explained in the Statement of Corporate Governance in
the Annual Report.
The management of the portfolio is undertaken
by the Manager through members of its portfolio management team.
The Manager engages with the Company's underlying investee
companies in relation to their corporate governance practices and
in developing their policies on social, community and environmental
matters and further information can be found in the Statement of
Corporate Governance in the Annual Report. The Manager has
continued with its focus on developing its ESG framework and
oversight capabilities. Further details on the Manager's approach
to ESG and the progress made with developing its ESG framework can
be found in the Chairman's Statement. The Manager will be
overseeing the collation of this information for the benefit of the
Board but will also be supporting individual companies to identify
ESG risks and opportunities and, where potential improvements are
identified, will work jointly with investee businesses to make
positive changes.
In light of the nature of the Company's
business, there are no relevant human rights issues and, therefore,
the Company does not have a human rights policy.
Auditor
The Company's Auditor is required to report if
there are any material inconsistencies between the content of the
Strategic Report and the Financial Statements. The Independent
Auditor's Report can be found in the Annual Report.
Future
Strategy
The Board and Manager intend to maintain the
policies set out above for the year ending 30 November 2024, as it
is believed that these are in the best interests of
Shareholders.
Approval
The Business Report, and the Strategic Report as
a whole, was approved by the Board of Directors and signed on its
behalf by:
Atul
Devani
Director
15 March
2024
Income Statement
For the year
ended 30 November 2023
|
Year ended
30 November 2023
|
Year ended
30 November 2022
|
|
Revenue
£'000
|
Capital
£'000
|
Total
£'000
|
Revenue
£'000
|
Capital
£'000
|
Total
£'000
|
(Loss)/gain on
investments
|
-
|
(1,985)
|
(1,985)
|
-
|
626
|
626
|
Income from investments
|
917
|
-
|
917
|
730
|
-
|
730
|
Other income
|
240
|
-
|
240
|
55
|
-
|
55
|
Investment management
fees
|
(307)
|
(1,228)
|
(1,535)
|
(277)
|
(1,111)
|
(1,388)
|
Other expenses
|
(452)
|
-
|
(452)
|
(479)
|
-
|
(479)
|
Net return on ordinary activities before
taxation
|
398
|
(3,213)
|
(2,815)
|
29
|
(485)
|
(456)
|
Tax on ordinary
activities
|
-
|
-
|
-
|
-
|
-
|
-
|
Return attributable to Equity
Shareholders
|
398
|
(3,213)
|
(2,815)
|
29
|
(485)
|
(456)
|
Earnings per share (pence)
|
0.36
|
(2.87)
|
(2.51)
|
0.03
|
(0.50)
|
(0.47)
|
All gains and losses are recognised in the
Income Statement.
The total column of this statement is the
Profit & Loss Account of the Company. The revenue and capital
return columns are prepared in accordance with the AIC SORP. All
items in the above statement derive from continuing operations. No
operations were acquired or discontinued during the year. There are
no potentially dilutive capital instruments in issue and,
therefore, no diluted earnings per share figures are relevant. The
basic and diluted earnings per share are, therefore,
identical.
The Notes are an integral part of the Financial
Statements and can be found in full in the Annual
Report.
Statement of Changes in
Equity
For the year ended 30 November
2023
Year ended 30 November
2023
|
Non-distributable
Reserves
|
Distributable
Reserves
|
|
|
Share
capital
£'000
|
Share premium
account
£'000
|
Capital redemption
reserve
£'000
|
Capital reserve
unrealised
£'000
|
Capital reserve
realised
£'000
|
Special distributable
reserve
£'000
|
Revenue
reserve
£'000
|
Total
£'000
|
At 30 November
2022
|
10,457
|
19,920
|
346
|
7,422
|
1,050
|
19,974
|
774
|
59,943
|
Net
return
|
-
|
-
|
-
|
(1,933)
|
(52)
|
(1,228)
|
398
|
(2,815)
|
Dividends
paid
|
-
|
-
|
-
|
-
|
-
|
(2,685)
|
-
|
(2,685)
|
Repurchase
and cancellation of shares
|
(373)
|
-
|
373
|
-
|
-
|
(1,927)
|
-
|
(1,927)
|
Net
proceeds of share issue
|
1,169
|
5,353
|
-
|
-
|
-
|
-
|
-
|
6,522
|
Net
proceeds of DIS issue*
|
54
|
245
|
-
|
-
|
-
|
-
|
-
|
299
|
At 30 November
2023
|
11,307
|
25,518
|
719
|
5,489
|
998
|
14,134
|
1,172
|
59,337
|
Year ended 30 November
2022
|
Non-distributable
Reserves
|
Distributable
Reserves
|
|
|
Share
capital
£'000
|
Share premium
account
£'000
|
Capital redemption
reserve
£'000
|
Capital reserve
unrealised
£'000
|
Capital reserve
realised
£'000
|
Special distributable
reserve
£'000
|
Revenue
reserve
£'000
|
Total
£'000
|
At 30 November
2021
|
7,866
|
6,436
|
287
|
9,669
|
(1,823)
|
26,020
|
745
|
49,200
|
Net
return
|
-
|
-
|
-
|
(2,247)
|
2,873
|
(1,111)
|
29
|
(456)
|
Dividends
paid
|
-
|
-
|
-
|
-
|
-
|
(4,607)
|
-
|
(4,607)
|
Repurchase
and cancellation
of
shares
|
(59)
|
-
|
59
|
-
|
-
|
(328)
|
-
|
(328)
|
Net
proceeds of share issue
|
2,562
|
13,074
|
-
|
-
|
-
|
-
|
-
|
15,636
|
Net
proceeds of DIS issue*
|
88
|
410
|
-
|
-
|
-
|
-
|
-
|
498
|
At 30 November
2022
|
10,457
|
19,920
|
346
|
7,422
|
1,050
|
19,974
|
774
|
59,943
|
*DIS
represents the Dividend Investment Scheme as detailed in the
Chairman's Statement in the Annual Report.
The capital reserve unrealised is generally
non-distributable other than the part of the reserve relating to
gains/(losses) attributable to readily realisable quoted
investments which are distributable. The capital reserve unrealised
contains £2,742,000 of losses (2022: £1,013,000) in relation to
level 1 and level 2 investments, which could be converted to cash,
and as such, could be deemed realised.
Where all, or an element of the proceeds of
sales have not been received in cash or cash equivalent (as noted
on the realisations table in the Annual Report), and are not
readily convertible to cash, they do not qualify as realised gains
for the purposes of distributable reserves calculations and
therefore do not form part of distributable reserves. The split of
unrealised gains/(losses) for the year is detailed within the
portfolio valuation section of Note 8 in the Annual
Report.
The Notes are an integral part of the Financial
Statements and can be found in full in the Annual
Report.
Balance Sheet
As at 30
November 2023
|
30 November 2023
£'000
|
30 November 2022
£'000
|
Fixed assets
|
|
|
|
Investments at fair value
through profit or loss
|
|
55,825
|
41,160
|
Current assets
|
|
|
|
Debtors
|
|
660
|
703
|
Cash
|
|
3,117
|
18,261
|
|
|
3,777
|
18,964
|
Creditors
|
|
|
|
Amounts falling due within
one year
|
|
(265)
|
(181)
|
Net current assets
|
3,512
|
18,783
|
Net assets
|
59,337
|
59,943
|
Capital and reserves
|
|
|
|
Called up share capital
|
|
11,307
|
10,457
|
Share premium account
|
|
25,518
|
19,920
|
Capital redemption
reserve
|
|
719
|
346
|
Capital reserve -
unrealised
|
|
5,489
|
7,422
|
Capital reserve -
realised
|
|
998
|
1,050
|
Special distributable
reserve
|
|
14,134
|
19,974
|
Revenue reserve
|
|
1,172
|
774
|
Net assets attributable to Ordinary
Shareholders
|
59,337
|
59,943
|
|
|
|
Net asset value per Ordinary Share
(pence)
|
|
52.48
|
57.32
|
The Financial
Statements of Maven Income and Growth VCT 3 PLC, registered number
04283350, were approved by the Board of Directors and were signed
on its behalf by:
Atul Devani
Director
15 March 2024
The Notes are an integral part of the Financial
Statements and can be found in full in the Annual
Report.
Cash Flow Statement
For the Year
Ended 30 November 2023
|
Year ended
30 November 2023
£'000
|
Year ended
30 November 2022
£'000
|
Net cash flows from operating
activities
|
(923)
|
(1,329)
|
Cash flows from investing
activities
|
|
|
Purchase of investments
|
(20,279)
|
(5,626)
|
Sale of investments
|
3,742
|
8,369
|
Net cash flows from investing
activities
|
(16,537)
|
2,743
|
Cash flows from financing
activities
|
|
|
|
Equity dividends paid
|
|
(2,685)
|
(4,607)
|
Issue of Ordinary Shares
|
|
6,928
|
16,134
|
Repurchase of Ordinary
Shares
|
|
(1,927)
|
(328)
|
Net cash flows from financing
activities
|
2,316
|
11,199
|
|
|
|
Net (decrease)/increase in cash
|
(15,144)
|
12,613
|
Cash at beginning of year
|
18,261
|
5,648
|
Cash at end of year
|
3,117
|
18,261
|
The Notes are an integral part of the Financial
Statements and can be found in full in the Annual
Report.
Notes to the Financial
Statements
For the Year Ended 30 November
2023
1. Accounting policies
The Company is a public limited company,
incorporated in England & Wales and its registered office is
shown in the Corporate Summary.
(a) Basis of
preparation
The Financial Statements have been prepared on a
going concern basis, further details can be found in the Directors'
Report in the Annual Report. The Financial Statements have been
prepared under the historical cost convention, as modified by the
revaluation of investments and in accordance with FRS 102, The
Financial Reporting Standard applicable in the UK and Republic of
Ireland, and in accordance with the Statement of Recommended
Practice for Investment Trust Companies and Venture Capital Trusts
(the SORP) issued by the AIC in July 2022.
(b)
Income
Equity Income
Dividends receivable on quoted equity shares
are recognised on the ex-dividend date. Dividends receivable on
unquoted equity shares are recognised when the Company's right to
receive payment is established and there is no reasonable doubt
that payment will be received.
Unquoted loan
stock and other preferred income
Fixed returns on non-equity shares and debt
securities are recognised when the Company's right to receive
payment and expected settlement is established. Where interest is
rolled up and/or payable at redemption then it is recognised as
income unless there is reasonable doubt as to its
receipt.
Redemption
Premiums
When a redemption premium is designed to
protect the value of the instrument holder's investment rather than
reflect a commercial rate of revenue return the redemption premium
should be recognised as capital. The treatment of redemption
premiums is analysed to consider if they are revenue or capital in
nature on a company by company basis. A revenue redemption premium
of £nil was received in the year ended 30 November 2023 (2022:
£83,433).
Bank
Interest
Deposit Interest is recognised on an accruals
basis using the rate of interest agreed with the bank. Income from
unquoted loan stock and deposit interest is included on an
effective interest rate basis.
(c)
Expenses
All expenses are accounted for on an accruals
basis and charged to the Income Statement. Expenses are charged
through the revenue account, except as follows:
• expenses that
are incidental to the acquisition and disposal of an investment are
charged to capital; and
• expenses are
charged to the special distributable reserve where a connection
with the maintenance or enhancement of the value of the investments
can be demonstrated. In this respect, the investment management fee
and performance fee have been allocated 20% to revenue and 80% to
the special distributable reserve to reflect the Company's
investment policy and prospective income and capital
growth.
(d)
Taxation
Deferred taxation is recognised in respect of
all timing differences that have originated but not reversed at the
balance sheet date, where transactions or events that result in an
obligation to pay more tax in the future or right to pay less tax
in the future have occurred at the balance sheet date. This is
subject to the deferred tax assets only being recognised if it is
considered more likely than not that there will be suitable profits
from which the future reversal of the underlying timing differences
can be deducted. Timing differences are differences arising between
the Company's taxable profits and its results as stated in the
Financial Statements that are capable of reversal in one or more
subsequent periods.
Deferred tax is measured on a non-discounted
basis at the tax rates that are expected to apply in the periods in
which timing differences are expected to reverse, based on tax
rates and laws enacted or substantively enacted at the balance
sheet date.
The tax effect of different items of income/gain
and expenditure/loss is allocated between capital reserves and
revenue account on the same basis as the particular item to which
it relates, using the Company's effective rate of tax for the
period.
UK Corporation tax is provided at amounts
expected to be paid/recovered using the tax rates and laws that
have been enacted or substantively enacted at the balance sheet
date.
(e)
Investments
In valuing unlisted investments, the Directors
follow the criteria set out below. These procedures comply with the
revised International Private Equity and Venture Capital Valuation
(IPEV) Guidelines for the valuation of private equity and venture
capital investments. Investments are recognised at their trade date
and are designated by the Directors as fair value through profit
and loss. At subsequent reporting dates, investments are valued at
fair value, which represents the Directors' view of the amount for
which an asset could be exchanged between knowledgeable and willing
parties in an arm's length transaction. This does not assume that
the underlying business is saleable at the reporting date or that
its current shareholders have an intention to sell their holding in
the near future.
A financial asset or liability is generally
derecognised when the contract that gives rise to it is settled,
sold, cancelled or expires.
1. For early stage
investments completed in the reporting period, fair value is
determined using the price of recent investment, calibrating for
any material change in the trading circumstances of the investee
company. Other early stage companies are valued by applying a
multiple to the investee's revenue to derive the enterprise value
of each company. Where relevant, an investee may be valued on a
discounted cashflow basis.
2. Whenever practical, recent
investments will be valued by reference to a material arm's length
transaction or a quoted price.
3. Mature companies are
valued by applying a multiple to their maintainable earnings to
determine the enterprise value of the company.
To obtain
a valuation of the total ordinary share capital held by management
and the institutional investors, the value of third party debt,
institutional loan stock, debentures and preference share capital
is deducted from the enterprise value. The effect of any
performance related mechanisms is taken into account when
determining the value of the ordinary share capital.
4. All private unlisted
investments are valued individually by Maven's portfolio management
team and the portfolio as a whole is discussed by Maven's valuation
committee. The resultant valuations are subject to detailed
scrutiny and approval by the Directors of the Company.
5. In accordance with normal
market practice, investments quoted on AIM or a recognised stock
exchange are valued at their closing bid price.
(f) Fair
value measurement
Fair value is defined as the price that the
Company would receive upon selling an investment in a timely
transaction to an independent buyer in the principal or the most
advantageous market of the investment. A three-tier hierarchy has
been established to maximise the use of observable market data and
minimise the use of unobservable inputs and to establish
classification of fair value measurements for disclosure purposes.
Inputs refer broadly to the assumptions that market participants
would use in pricing the asset or liability, including assumptions
about risk, for example, the risk inherent in a particular
valuation technique used to measure fair value including such a
pricing model and/or the risk inherent in the inputs to the
valuation technique. Inputs may be observable or
unobservable.
Observable inputs are inputs that reflect the
assumptions market participants would use in pricing the asset or
liability developed based on market data obtained from sources
independent of the reporting entity.
Unobservable inputs are inputs that reflect the
reporting entity's own assumptions about the assumptions market
participants would use in pricing the asset or liability developed
based on best information available in the
circumstances.
The three-tier hierarchy of inputs is summarised
in the three broad levels listed below:
• Level 1 - the
unadjusted quoted price in an active market for identical assets or
liabilities that the entity can access at the measurement
date;
• Level 2 -
inputs other than quoted prices included within Level 1 that are
observable (i.e. developed using market data) for the asset or
liability, either directly or indirectly; and
• Level 3 -
inputs are unobservable (i.e. for which market data is unavailable)
for the asset or liability.
(g) Gains and
losses on investments
When the Company sells or revalues its
investments during the year, any gains or losses arising are
credited/charged to the Income Statement.
(h) Critical
accounting judgements and key sources of estimation
uncertainty
Disclosure is required of judgements and
estimates made by the Board and the Manager in applying the
accounting policies that have a significant effect on the Financial
Statements. The area involving the highest degree of judgement and
estimates is the valuation of unlisted investments recognised in
Note 8 and 16 in the Annual Report and explained in Note 1(e)
above.
In the opinion of the Board and the Manager,
there are no critical accounting judgements.
Reserves
Share premium
account
The share premium account represents the premium
above nominal value received by the Company on issuing shares net
of share issue costs, including £107,047 trail commission. This
reserve is non-distributable.
Capital
redemption reserve
The nominal value of shares repurchased and
cancelled is represented in the capital redemption reserve. This
reserve is non-distributable.
Capital reserve
- unrealised
Increases and decreases in the fair value of
investments are recognised in the Income Statement and are then
transferred to the capital reserve unrealised account. This reserve
is generally non-distributable other than the part of the reserve
relating to gains/(losses) attributable to readily realisable
quoted investments which are distributable.
Capital reserve
- realised
Gains or losses on investments realised in the
year that have been recognised in the Income Statement are
transferred to the capital reserve realised account on disposal.
Furthermore, any prior unrealised gains or losses on such
investments are transferred from the capital reserve unrealised
account to the capital reserve realised account on disposal. This
reserve is distributable.
Special
distributable reserve
The total cost to the Company of the repurchase
and cancellation of shares is represented in the special
distributable reserve account. The special distributable reserve
also represents capital dividends, capital investment management
fees and the tax effect of capital items. This reserve is
distributable.
Revenue
reserve
The revenue reserve represents accumulated
profits retained by the Company that have not been distributed to
Shareholders as a dividend. This reserve is
distributable.
Return per Ordinary
Share
|
Year ended
30 November 2023
|
Year ended
30 November 2022
|
The returns per share have been based on the following
figures:
Weighted average number of Ordinary Shares
Revenue return
Capital return
|
112,032,104
£398,000
(£3,213,000)
|
97,545,818
£29,000
(£485,000)
|
Total
return
|
(£2,815,000)
|
(£456,000)
|
Net asset value
per Ordinary Share
The net asset value per Ordinary Share as at 30
November 2023 has been calculated using the number of Ordinary
Shares in issue at that date of 2023: 113,070,327 (2022:
104,569,876).
Directors'
Responsibility Statement
Each Director believes that, to the best of
their knowledge:
• the Financial Statements
have been prepared in accordance with the applicable accounting
standards and give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company as at 30
November 2023 and for the year to that date;
• the Directors' Report
includes a fair review of the development and performance of the
Company, together with a description of the principal risks and
uncertainties that it faces; and
• the Annual Report and
Financial Statements, taken as a whole, is fair, balanced and
understandable and provides the information necessary for
Shareholders to assess the Company's position and performance,
business model and strategy.
Other
Information
The Annual General Meeting will be held on
Thursday 2 May 2024, commencing at 11.30am, at the offices of Maven
Capital Partners UK LLP, 6th Floor, Saddlers House, 44 Gutter Lane,
London EC2V 6BR.
The Annual Report and Financial Statements for
the year ended 30 November 2023 will be issued to Shareholders and
filed with the Registrar of Companies in due course.
The financial information contained within this
announcement does not constitute the Company's statutory Financial
Statements as defined in the Companies Act 2006. The statutory
Financial Statements for the year ended 30 November 2022 have been
delivered to the Registrar of Companies and contained an audit
report which was unqualified and did not constitute statements
under S498(2) or S498(3) of the Companies Act 2006.
Copies of this announcement, and of the Annual
Report and Financial Statements for the year ended 30 November
2023, will be available, in due course, to the public at the office
of Maven Capital Partners UK LLP, 205 West George Street, Glasgow
G2 2LW; at the registered office of the Company, 6th Floor,
Saddlers House, 44 Gutter Lane, London EC2V 6BR and on the
Company's webpage mavencp.com/migvct3.
Neither the content of the Company's webpage nor
the contents of any website accessible from hyperlinks on the
Company's webpage (or any other website) is incorporated into, or
forms part of, this announcement.
The Annual Report will shortly be submitted to
the National Storage Mechanism and will be available for inspection
at:
www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism.
By Order of the
Board
Maven Capital
Partners UK LLP
Secretary
15 March
2024