REG - Maven Inc&Grwth 5 - Annual Financial Report
08/03/2024 15:00
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RNS Number : 2094G Maven Income and Growth VCT 5 PLC 08 March 2024
Maven Income and Growth VCT 5 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 83.43p per share (2022: 85.05p)
• NAV at the year end of 32.53p per share (2022: 35.40p)
• Final dividend of 1.10p per share proposed for payment in May 2024
• £8.7 million deployed in VCT qualifying investments
• Offer for Subscription closed in May 2023, raising £7.02 million of
new capital
• New Offer for Subscription launched in October 2023 alongside Offers
by the other Maven managed VCTs
Strategic Report
Chairman's Statement
On behalf of your Board, I am pleased to present the results for the financial
year to 30 November 2023. Although this has been a challenging period for the
UK economy, the Directors are encouraged by the further strategic progress
that your Company has achieved. Whilst NAV total return has modestly reduced
compared to the position at the end of the previous financial year, this
largely reflects the performance of AIM where investor sentiment towards
smaller, growth companies has remained subdued and share prices have continued
to exhibit weakness, often regardless of company specific newsflow or
developments. The unlisted portfolio has, however, displayed resilience with
many companies continuing to report revenue growth and the achievement of
commercial milestones. It is pleasing to note that during the year, several
new companies operating in high growth sectors were added to the portfolio
helping to further broaden exposure. Your Board remains committed to making
regular Shareholder distributions and is pleased to propose a final dividend
of 1.10p per share for payment in May 2024, which brings the annual dividend
to 1.85p, and is slightly ahead of the target yield of 5%.
During the year, domestic growth prospects have been suppressed by the
challenges of stubbornly high inflation and rising interest rates which,
alongside the cost of living crisis, have resulted in a period of economic
instability that has affected consumer and business confidence. Across listed
markets, valuations have rebased in response to the market uncertainty and, as
previously outlined, AIM has been particularly impacted with investors
exercising caution towards this earlier stage, growth focused market.
Liquidity across AIM has been further restricted by the limited number of new
share issuances, as companies with cash reserves have opted to delay
fundraising activity. Over recent years, your Company's exposure to AIM has
been steadily reducing and, following the realisation of Ideagen in 2022, now
accounts for 7% of net assets, compared to over 20% three years ago. Selective
exposure to AIM will continue to form part of the investment approach as your
Board believes 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 until there is demonstrable
evidence of a sustained recovery in this market.
The performance of the companies in the unlisted portfolio has been generally
robust. Following several years of active investment, your Company has
constructed a large and diverse portfolio which, as required by the VCT rules,
includes an increasing number of earlier stage companies with high growth
potential. Encouragingly, many of these businesses have continued to increase
revenues and meet commercial objectives, which reflects their inherent
quality. The portfolio is developing and within it there are a number of high
performing companies which have the capability of delivering superior returns
at the point of exit. Given the progress achieved, the valuations of certain
holdings have been uplifted, although the impact of the movement has been
moderated by the reduction in valuation multiples across public and private
markets, which has affected all sectors. In line with the higher risk profile
of an earlier stage portfolio, there are also a small number of companies that
have encountered challenges, largely in response to the conditions in the
wider market or where the business plan has not been achieved and, in these
cases, valuations have been reduced. It is worthwhile noting that your Company
also retains a number of holdings in more mature companies, completed prior to
the VCT rules change in 2015. Whilst the size of this later stage portfolio
will naturally decrease over time as realisations are completed, it continues
to diversify exposure across the portfolio.
Throughout the year, the Manager has continued to see good demand for growth
capital from a wide range of entrepreneurial and ambitious SMEs across the UK.
This highlights the benefits of the Manager's regional model, which enables
Maven's investment team to develop strong relationships within their local
corporate finance communities, thereby ensuring access to the widest pool of
introductions to emerging companies. It is encouraging to report that during
the year £8.7 million has been deployed with six new private companies added
to the portfolio, further expanding the sector coverage, and follow-on funding
provided to support the growth and development of 16 existing holdings. The
ability to provide follow-on funding is a key part of the investment strategy
as it enables your Company to progressively support growth or to facilitate a
strategic initiative, such as targeted international expansion, that will
ultimately help that business achieve scale and maximise value. Your Company
has good levels of liquidity and is well positioned to continue to progress
its investment strategy in the new financial year.
In October 2023, your 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, £3.6 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. Further information about the
Offers, including the Securities Note and Application Form can be found at:
mavencp.com/vctoffer
(https://www.mavencp.com/investment-opportunities/venture-capital-trusts/current-vct-offers)
. 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 VCT
shareholders and, importantly, reassures ambitious and entrepreneurial smaller
UK companies that access to VCT growth capital will be available for the
foreseeable future.
Shareholders will find details of the key developments across the portfolio in
the Investment Manager's Review in the Annual Report. Further information on
the principal Key Performance Indicators (KPIs) can be found in the Business
Report, and a summary of the Alternative Performance Measures (APMs) is
included in the Financial Highlights in the Annual Report. Definitions of key
terms are contained in the Glossary in the Annual Report.
Treasury Management
A key area of focus this year has been the refinement of your Company's
treasury management strategy, where the objective remains to optimise 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. In order to meet 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 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 3.1% currently being achieved from the treasury management portfolio
and cash. Shareholders should, however, note that this portfolio will vary in
size depending on the rate of VCT qualifying investment, portfolio
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 younger companies with
perceived growth potential 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 realisations.
The Directors are, however, mindful of the importance of making regular
Shareholder distributions and are pleased to propose a final dividend of 1.10p
per Ordinary Share, in respect of the year ended 30 November 2023, for payment
on 3 May 2024 to Shareholders who are on the register at 22 March 2024. This
will bring the annual dividend to 1.85p per Ordinary Share, representing a
yield of 5.23% 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 52p 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/migvct5
(https://www.mavencp.com/investment-opportunities/venture-capital-trusts/maven-income-and-growth-vct-5)
. Election to participate in the DIS can also be made through the Registrar's
online investor hub at: maven-cp.cityhub.uk.com/login
(https://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 and Allotment of Ordinary Shares
In May 2023, your Company closed an Offer for Subscription having raised
£7.02 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. 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. The first allotment of new Ordinary
Shares completed on 19 December 2023, with a further allotment completing 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 market conditions, available liquidity and the maintenance of
the VCT qualifying status and, when appropriate, will also take into account
any period when the shares are trading ex-dividend. It should, however, be
noted that such transactions cannot take place 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.
During the year ended 30 November 2023, the Company bought back a total of
1,337,000 Ordinary Shares for cancellation at a total cost of £435,595.
Subsequent to the year end, a further 2,653,326 Ordinary Shares were bought
back for cancellation at a total cost of £823,978. Further details are
included in Note 12 to the Financial Statements in the Annual Report.
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 the Business Report
and 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, which 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 introduced an ESG and Responsible Investment Policy, which is its
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, actively engaging with portfolio
companies, taking into account material issues at the investment stage and,
thereafter, monitoring their 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 signed up to multiple initiatives, which aim to
increase diversity including the Investing in Women Code, which seeks 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 aims 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 new responsibilities, and
will continue to update the Board on any requirements which are material to
your Company.
Constitution of the Board
As announced on 29 August 2023, I am pleased to welcome Jane Stewart to the
Board as a Non-executive Director with effect from 1 September 2023. Jane is a
member of The Institute of Chartered Accountants of Scotland and has over 25
years of board level experience, having served as chair and non-executive
director on a variety of private companies, with a particular focus on the
environment and technology sectors. Further details can be found in Jane's
biography in the Annual Report. Jane will stand for election at the
forthcoming AGM.
Consistent with the announcement on 29 August 2023 and in the 2023 Interim
Report, Charles Young has decided to retire from the Board following the
conclusion of the 2024 AGM and will not stand for re-election. Charles was
appointed to the Board in 2013, shortly after Maven was appointed as the
Manager. During his tenure, he has helped to oversee the implementation of a
new investment strategy, which had the objective of gradually transitioning
the portfolio from one that was heavily weighted towards AIM investments to
one predominantly focused on private company investments, which has resulted
in the well diversified growth portfolio that your Company holds today. On
behalf of my fellow Directors and the Manager, I wish to extend my thanks to
Charles for his valuable contribution and wish him all the best for the
future.
Annual General Meeting (AGM)
The 2024 AGM will be held on 23 April 2024 at Maven's new London office, which
is located at 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
Your Board is encouraged by the underlying progress that has been achieved in
the period under review and is cautiously optimistic in the outlook for the
year ahead. As interest rates and inflation start to moderate, market
confidence is expected to improve, which should result in a healthy rate of
new investment during 2024. In the year ahead, your Company will continue to
follow its investment strategy, which focuses on selectively expanding the
portfolio through the addition of dynamic and fast growing companies that
operate in defensive and emerging markets, where there is the opportunity to
achieve a capital gain on exit, whilst minimising exposure to consumer facing
sectors. The major risk variable remains geopolitical stability, which is
under constant review and the investment strategy will be flexed as required
depending on unfolding global events.
Graham Miller
Chairman
8 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. Maven Capital Partners UK LLP (Maven or the Manager) was
appointed in February 2011 with a view to applying a new investment policy, as
set out below.
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/AQSE quoted
companies which meet the criteria for VCT qualifying investments and have
strong growth potential;
• investing no more than £1.3 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 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 current 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 • The Company appoints an FCA authorised investment manager with the
companies and AIM quoted companies which carry a higher level of risk and appropriate skills, experience and resources required to achieve the
lower liquidity relative to investments in larger quoted companies. 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 • The Board closely monitors the systems and controls in place to
cause a third party to fail to perform its duties and responsibilities or prevent or mitigate against a systems or data security failure.
experience financial difficulties such that it is unable to carry on trading
and cannot provide services to the Company.
• 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 • The Board works closely with the Manager to ensure compliance with
losing the income tax relief on initial investment and loss of tax relief on all applicable and upcoming legislation, such that VCT qualifying status is
any tax free income or capital gains received. Failure to meet the qualifying maintained.
requirement could result in a loss of listing of the shares.
• Further information on the management of this risk is detailed under
other headings in this Business Report.
Legislative and Regulatory risk • Breaches of regulations including, but not limited to, the Companies • The Board strive to maintain a good understanding of the changing
Act 2006, the FCA Listing Rules, the FCA Disclosure guidance and Transparency regulatory landscape and consider emerging issues so that appropriate changes
rules, the General Data Protection Regulation (GDPR), or the Alternative can be developed and implemented in good time.
Investment Fund Managers Directive (AIFMD) by the Company could lead to a
number of detrimental outcomes and reputational damage.
• 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.
Political Risk • Political changes leading to uncertainty in markets, legislation • The Board regularly reviews the political situation, together with
and the economy. any associated changes to the economic, regulatory and legislative
environment.
Emerging Risk Root Cause Control Measure
Inflationary pressures/ • Inflationary pressures, supply chain issues and access to skilled • The Board regularly reviews the investment portfolio with the
workforce disrupting business plans and creating challenges for SMEs within Manager, and the Manager works closely with portfolio companies to identify
cost of living crisis the portfolio. and support them in the management of economic challenges.
• Cost of living crisis resulting in rising costs within the portfolio • The Board and the Manager are monitoring this risk closely and,
including, but not limited to, the cost of supplies, employee wages and whilst this risk cannot be obviated entirely, the Company's investment
utilities. portfolio is diversified across a large number of companies and a range of
economic sectors, and actively and closely monitors the progress of investee
companies.
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 this
Annual Report, and in the Chairman's Statement and the Investment Manager's
Review. A review of the Company's business, its financial 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, later stage investments and
AIM/AQSE quoted investments. The level of VCT qualifying investment is
monitored continually by the Manager and reported to the 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 £3,095,000 (2022: a surplus of £693,000), the loss on investments
was £2,419,000 (2022: a gain of £2,082,000) and the loss per share was 1.62p
(2022: a surplus of 0.39p). The Directors also consider a number of 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 History, and definitions of
the APMs can be found in the Glossary in the Annual Report. The Board
considers the following to be KPIs:
• NAV total return;
• cumulative dividends paid;
• share price discount to NAV;
• share price total return; and
• ongoing charges ratio.
The NAV total return is the principal measure of Shareholder value as it
includes both the current NAV per share and the sum of dividends paid to date.
Cumulative dividends paid is the total amount of both capital and income
distributions paid since the launch of the Company. The Directors seek to pay
dividends to provide a yield, which represents 5% of the NAV per share at the
immediately preceding year end, 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 midmarket share price of
an investment is lower than the NAV per share. Share price total return is the
percentage movement in the share price over a period of time including any
re-invested dividends paid over that timeframe. 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 2.44%
(2022: 2.41%) 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, and the profile of the portfolio is reflected in the Summary of
Investment Changes in the Annual Report. The Board also reviews the Company's
operational expenses on a quarterly basis as the Directors consider that this
element is an important component in the generation of Shareholder returns.
Further information can be found in Notes 2 and 4 to the Financial Statements
in the Annual Report.
Your Board continues to believe that a blended portfolio of private equity and
AIM quoted holdings provides the optimal structure for delivering long term
growth in Shareholder value, however, the Manager will remain cautious on any
new AIM investments until there is clear evidence of a recovery in this market
and an improvement in the quality and range of companies seeking VCT
investment.
There is no VCT index against which to compare the financial 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, on a quarterly basis,
carry out a review of peer group NAV total return numbers to assess the
relative performance against the most appropriate peer group VCT competitors.
The Directors also consider non-financial performance measures such as the
flow of investment proposals and the Company's ranking within the VCT sector.
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 5 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
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 The Board recognises the importance of tax free dividends to Shareholders and
opportunity to ask questions and engage with the Directors and the Manager. 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, and the dividend policy, can be found in the Chairman's
Statement in the Annual Report.
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 The Directors recognise the importance to Shareholders of the Company
obligations are disseminated to Shareholders by way of London Stock Exchange maintaining an active buy-back policy, with the intention that share buy backs
Announcements. will be conducted with a view to maintaining a share price discount that is
approximately 5% below the latest published NAV per share. Further details can
be found in the Chairman's Statement and in the Directors' Report in the
Annual Report.
The Secretary acts as a point of contact for the Board and communications
received from Shareholders are circulated to the whole Board.
In making the decision to launch the current Offer for Subscription, the
Directors considered that it would be in the interest of Shareholders to
The Manager also publishes its bi-annual newsletter and provides regular continue to grow the portfolio and make investments across a diverse range of
portfolio updates by email. sectors. By growing the Company, as certain costs are fixed, these costs are
then 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 Offer 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 The Directors and the Manager are aware of their duty to act in the interests
ethical factors impacted by the Company and the investments that it makes. 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 Through the Manager, the Directors encourage portfolio companies to adopt best
performance of portfolio companies, and the Directors challenge the Manager practice corporate governance, exercising voting rights where needed. The
where they feel it is appropriate. Board has delegated the responsibility for monitoring the portfolio companies
to the Manager and has given it discretion to vote in respect of the Company's
holdings in the investment portfolio, in a way that reflects the concerns and
key governance matters discussed by the Board.
The Manager communicates directly with each private investee company, normally
through the Maven representative who sits on the board.
Meeting with the management teams of the private investee companies gives the
Board a better understanding of the investee business.
From time to time, the management teams of the private investee companies give
presentations to the Board.
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.
Manager
The Manager attends the quarterly Board Meetings and presents a detailed The Board ensures that the Manager implements the investment objective and
portfolio analysis and reports on key issues such as VCT compliance, strategy, in accordance with the terms of the Management and Administration
investment pipeline, the utilisation of any new monies raised, share Deed, and in compliance with the VCT, and other, regulations. On an annual
liquidity, and peer group performance. 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 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 The Directors review the performance of all third party providers on an annual
balances reconciled. 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 directly responsible 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. The Company has no employees and,
accordingly, has no requirement to report separately on employment matters.
The Board comprises three male Directors and one female Director and delegates
responsibility for 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 Investment Manager's Review and 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:
Graham Miller
Director
8 March 2024
Income Statement
For the year ended 30 November 2023
Year ended Year ended
30 November 2023 30 November 2022
Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000
(Loss)/gains on investments - (2,419) (2,419) - 2,082 2,082
Income from investments 736 - 736 514 - 514
Other income 187 - 187 60 - 60
Investment management fees (284) (851) (1,135) (369) (1,109) (1,478)
Other expenses (460) (4) (464) (485) - (485)
Net return on ordinary activities before taxation 179 (3,274) (3,095) (280) 973 693
Tax on ordinary activities - - - - - -
Return attributable to Equity Shareholders 179 (3,274) (3,095) (280) 973 693
Earnings per share (pence) 0.09 (1.72) (1.62) (0.16) 0.55 0.39
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 Share premium account Capital redemption reserve Capital reserve unrealised Capital reserve realised Special distributable reserve Revenue reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 30 November 2022 17,638 15,063 691 404 9,941 20,448 (1,734) 62,451
Net return - - - (1,278) (1,141) (855) 179 (3,095)
Dividends paid - - - - - (2,400) - (2,400)
Repurchase and cancellation of shares (134) - 134 - - (436) - (436)
Net proceeds of share issue 1,957 4,819 - - - - - 6,776
Net proceeds of DIS issue* 78 186 - - - - - 264
At 30 November 2023 19,539 20,068 825 (874) 8,800 16,757 (1,555) 63,560
Year ended 30 November 2022 Non Distributable Reserves Distributable Reserves
Share capital Share premium account Capital redemption reserve Capital reserve unrealised Capital reserve realised Special distributable reserve Revenue reserve Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 30 November 2021 17,635 14,527 484 6,543 1,720 29,308 (1,454) 68,763
Net return - - - (6,139) 8,221 (1,109) (280) 693
Dividends paid - - - - - (7,022) - (7,022)
Repurchase and cancellation (207) - 207 - - (729) - (729)
of shares
Net proceeds of DIS issue* 210 536 - - - - - 746
At 30 November 2022 17,638 15,063 691 404 9,941 20,448 (1,734) 62,451
*DIS represents the Dividend Investment Scheme as detailed in the Chairman's
Statement.
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 £7,600,000 (2022: £5,883,000) of losses 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 in 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.
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 30 November 2022
£'000 £'000
Fixed assets
Investments at fair value through profit or loss 59,736 43,090
Current assets
Debtors 633 602
Cash 3,492 19,303
4,125 19,905
Creditors
Amounts falling due within one year (301) (544)
Net current assets 3,824 19,361
Net assets 63,560 62,451
Capital and reserves
Called up share capital 19,539 17,638
Share premium account 20,068 15,063
Capital redemption reserve 825 691
Capital reserve - unrealised (874) 404
Capital reserve - realised 8,800 9,941
Special distributable reserve 16,757 20,448
Revenue reserve (1,555) (1,734)
Net assets attributable to Ordinary Shareholders 63,560 62,451
Net asset value per Ordinary Share (pence) 32.53 35.40
The Financial Statements of Maven Income and Growth VCT 5 PLC, registered
number 04084875, were approved and authorised for issue by the Board of
Directors on 8 March 2024 and were signed on its behalf by:
Graham Miller
Director
8 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 Year ended
30 November 2023 30 November 2022
£'000 £'000
Net cash flows from operating activities (1,136) (1,357)
Cash flows from investing activities
Purchase of investments (24,207) (10,715)
Sale of investments 5,220 15,946
Net cash flows from investing activities (18,987) 5,231
Cash flows from financing activities
Equity dividends paid (2,400) (7,022)
Issue of Ordinary Shares 7,148 746
Repurchase of Ordinary Shares (436) (729)
Net cash flows from financing activities 4,312 (7,005)
Net decrease in cash (15,811) (3,131)
Cash at beginning of year 19,303
22,434
Cash at end of year 3,492 19,303
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 and 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
(2022: £57,476) was received in the year ended 30 November 2023.
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 which 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 25% to revenue and 75% 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 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 which 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 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 during 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.
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 unlisted investments are valued individually by Maven's portfolio
management team and 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 at the
year end.
(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.
• 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 Notes 8
and 16 in the Annual Report and explained in Note 1(e).
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 £107,964
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 Year ended
30 November 2023 30 November 2022
The returns per share have been based on the following figures:
189,817,409 176,072,463
Weighted average number of Ordinary Shares
£179,000 (£280,000)
Revenue return (£3,274,000) £973,000
Capital return
Total return (£3,095,000) £693,000
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 as at that date of:
195,399,711 Ordinary Shares (2022: 176,391,734 Ordinary Shares).
Directors' Responsibility Statement
The Directors confirm 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 Tuesday, 23 April 2024, commencing
at 11.30am, at the offices of Maven Capital Partners UK LLP, 6(th) Floor,
Saddlers House, 44 Gutter Lane, London, EC2V 6BR.
Copies of this announcement and copies of the Annual Report and Financial
Statements for the year ended 30 November 2023, will be available to the
public at the offices of Maven Capital Partners UK LLP, Kintyre House, 205
West George Street, Glasgow G2 2LW; at the registered office of the Company,
6(th) Floor, Saddlers House, 44 Gutter Lane, London, EC2V 6BR; and on the
Company's webpage at mavencp.com/migvct5 (http://www.mavencp.com/migvct5) .
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.
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 2023 Annual Report will 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
(http://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism)
.
By order of the Board
Maven Capital Partners UK LLP
Secretary
8 March 2024
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