TIDMMIG3
RNS Number : 3884R
Maven Income and Growth VCT 3 PLC
05 March 2021
Maven Income and Growth VCT 3 PLC
Final results for the year ended 30 November 2020
The Directors report the Company's financial results for the
year ended 30 November 2020
Highlights
-- NAV total return at the year end of 144.44p per share (2019: 144.09p)
-- NAV at the year end of 56.27p per share (2019: 59.92p), after
dividend payments totalling 4.00p per share during the year
-- Final dividend of 1.00p per share proposed
-- Offer for Subscription closed fully subscribed, raising GBP7.5 million
-- Deployment of GBP10.5 million during the year, including
investments in 24 new private and AIM quoted companies
-- Four profitable realisations completed during the year
Strategic Report
Chairman's Statement
The year to 30 November 2020 has been one of considerable
challenge, dominated by the outbreak of COVID-19, which has had an
unparalleled impact on the economy and our society. Our thoughts
are with all those who have been affected by the crisis.
Despite the wide-reaching disruption caused by the pandemic, it
is encouraging to report that your Company has generated a modest
uplift in NAV total return at the year end to 144.44p per share.
This reflects a significant recovery following the revaluation of
the portfolio that was announced on 26 March 2020, when a small
number of specific provisions were taken against those companies
that were most immediately impacted by the economic disruption
caused by the pandemic. Notwithstanding the market conditions, this
has been a year of progress during which GBP10.5 million has been
invested across a range of carefully selected new private and AIM
quoted companies, alongside the provision of follow-on funding to
support the continuing growth of certain portfolio companies.
During the year, four profitable exits were completed, including
the realisation of Symphonic Software for a 2.92 times money
multiple return, representing the first meaningful disposal from
the early stage portfolio. In recognition of the Directors' ongoing
commitment to make distributions whenever possible, a final
dividend of 1.00p per share has been proposed.
The emergence of the coronavirus pandemic in the UK caused
unprecedented levels of disruption to the economy and financial
markets, whilst also having a profound impact on the daily lives of
most people. Against this backdrop, your Company maintained full
operational capability, with the Manager ensuring business
continuity through a seamless transition of its regional offices
and administration hub to a remote working model, in line with
Government and local guidelines. The Directors are reassured that
the Manager, and all third-party service providers, are capable of
continuing to service your Company either remotely or from
COVID-secure office environments for as long as is necessary.
With good levels of liquidity, the core objective at the start
of the financial year was the continued growth in the portfolio to
expand and diversify your Company's asset base and help support
future growth in Shareholder value. However, in response to the
outbreak of COVID-19, attention was diverted temporarily to value
preservation and supporting the requirements of existing portfolio
companies.
On 20 March 2020, the Manager completed a comprehensive
appraisal of the portfolio to identify the likely impact of the
pandemic on trading. Following this review, the Board approved a
small number of specific provisions against holdings in private
companies with exposure to consumer facing sectors, which were most
immediately impacted. The AIM quoted and listed holdings were
valued at their market prices. This review resulted in a 6.7%
reduction in NAV per share from 59.92p at 30 November 2019 to
55.91p as at 20 March 2020, which was announced on 26 March 2020.
The Directors are pleased to note that there has been a subsequent
recovery in NAV to 56.27p per share at the year end, which is
stated after the payment during the year of the 2019 final and 2020
interim dividends, totalling 4.00p per share. This improvement
demonstrates the strength and quality of the underlying portfolio,
which has diversified exposure to a range of defensive sectors such
as software, funeral services, healthcare, data analytics and
training, where the impact of the pandemic has been less severe. A
number of these companies have continued to generate meaningful
growth during the year, which has resulted in uplifts to valuations
in line with the progress achieved. The recovery in NAV was also
supported by positive performance from several AIM quoted holdings,
notably those with exposure to the healthcare and life sciences
sectors, which have experienced share price appreciation following
positive trading updates.
Throughout the year, the Directors have maintained close
communication with the Manager, receiving regular updates on the
performance of the investee portfolio. The Board has been
encouraged by the measures taken by individual management teams,
with Maven maintaining an active role and providing direct
assistance on a case-by-case basis. Whilst there are a small number
of portfolio companies that are operating behind plan, the majority
are trading in line with revised budgets and, in all cases, cash is
being carefully managed. It is also encouraging to report that
several private company and AIM quoted assets have harnessed
opportunities presented by the market conditions, reflecting the
level of innovation and entrepreneurialism across the portfolio.
This includes companies that offer a disruptive technology designed
to take a product or service online, such as training, restaurant
food ordering or prescription dispensing. Several businesses
operating in the specialist biotechnology market have been able to
make an active contribution towards the urgent need for COVID-19
testing or therapeutics and those that manufacture devices and
products for medical or hygiene markets have experienced a surge in
demand.
Following the successful completion of the top-up fundraising
that was launched in November 2019 and closed early fully
subscribed in January 2020 raising GBP7.5 million of new capital,
your Company achieved a healthy rate of investment. During the
year, the Manager maintained a cautious approach to certain
sectors, which resulted in a small number of potential transactions
being aborted due to client attrition as a result of the pandemic.
Nevertheless, 24 new private and AIM quoted holdings were added to
the portfolio, including several in the healthcare and life
sciences sectors. Your Company also gained exposure to various new
end markets including web archiving, data analytics and cyber
security, which offer highly defensive qualities and are likely to
continue to grow when the immediate impact of the pandemic
subsides. The provision of performance based follow-on funding
remains a key component of the investment strategy, as it is
generally recognised that many earlier stage companies are likely
to require several rounds of capital before they are fully scaled
and shareholder value can be optimised. Full details on portfolio
developments and a summary of the investments completed during the
year can be found in the Investment Manager's Review in the Annual
Report.
The uncertainty surrounding the UK's future global trading
relationships has continued throughout the year. The UK formally
left the EU on 31 January 2020 and entered an eleven-month
transition period that ended on 31 December 2020. The EU (Future
Relationship) Act 2020, which was agreed with the EU on 24 December
2020, came into effect on 1 January 2021. The potential impact of
Brexit has been closely monitored across the portfolio of investee
companies and, as at the date of this Annual Report, there is
nothing material to report. The majority of the investee companies
have limited direct exposure to the EU, and those that do have been
implementing contingency plans to mitigate any potential impact.
Furthermore, it is not anticipated that there will be any changes
to the legislation governing VCTs as a result of Brexit.
Prior to the emergence of the pandemic, two profitable exits
were completed, with the realisations of the holdings in Attraction
World and Global Risk Partners. Towards the end of the financial
year, there was a further positive development when your Company
successfully exited its holding in Symphonic Software through a
sale to a US listed trade acquirer. The exit generated a total
return of 2.92 times cost in a holding period of just under two
years. The Directors are optimistic that further profitable exits
can be achieved from the early stage portfolio as they develop and
achieve scale, although it may take time for them to mature and for
full value to be optimised. The timing of exits is often hard to
predict, and this is particularly pertinent for the early stage
portfolio, where certain companies may attract early interest from
a strategic acquirer, whereas others may need to raise further
capital in order to develop to their full potential before a formal
exit process can be initiated.
Proposed Final Dividend
In respect of the year ended 30 November 2020, your Board is
proposing a final dividend of 1.00p per Ordinary Share to be paid
on 16 April 2021 to Shareholders on the register at 19 March 2021.
This will bring total distributions for the year to 3.00p per
Ordinary Share, representing a yield of 6.00% based on the year end
closing mid-market share price of 50.00p. Since the Company's
launch, and after receipt of the proposed final dividend,
Shareholders will have received 89.17p per share in tax free
distributions. It should be noted that the effect of paying
dividends is to reduce the NAV of the Company by the total cost of
the distribution.
Dividend Policy
As Shareholders will be aware from recent Interim and Annual
Reports, decisions on distributions take into consideration the
availability of surplus revenue, the realisation of capital gains,
the adequacy of distributable reserves and the VCT qualifying
level, all of which are kept under close and regular review by the
Board and the Manager.
Given the higher concentration of growth companies within the
portfolio, future distributions will be closely linked to
realisation activity, whilst also reflecting the Company's
requirement to maintain its minimum VCT qualifying level. If larger
distributions are required, as a consequence of exits, this could
result in a corresponding reduction in NAV per share. However, the
Board considers this to be a tax efficient means of returning value
to Shareholders, whilst ensuring ongoing compliance with the
requirements of the VCT legislation.
The Board and the Manager have been giving consideration to
establishing a dividend policy. Further to these discussions, in
future years, the Board will seek to pay an annual dividend that
provides Shareholders with a yield of up to 5% of the year-end NAV
per share.
Dividend Investment Scheme (DIS)
Your Company operates a DIS, through which Shareholders may
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. Due to the
volatility in financial markets at the outset of the COVID-19
pandemic, the DIS was temporarily suspended on 26 March 2020,
before being fully reinstated on 24 July 2020 ahead of the payment
of the 2020 interim dividend.
Shareholders who wish to participate in the DIS in respect of
future dividends, including the payment of the proposed final
dividend, should ensure that a DIS mandate or CREST instruction, as
appropriate, is received by the Registrar (Link Group) in advance
of 6 April 2021, this being the next dividend election date. The
mandate form, terms & conditions and full details of the scheme
(including further details about tax considerations) are available
from the Company's website at www.mavencp.com/migvct3. Election to
participate in the DIS can also be made through the Registrar's
share portal at www.signalshares.com. 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. 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 Allotments
On 13 November 2019, the Directors of your Company, together
with the board of Maven Income and Growth VCT 4 PLC, launched joint
Offers for Subscription for new Ordinary Shares of up to GBP15
million in aggregate (GBP7.5 million for each company). Your
Company's Offer closed on 28 January 2020, fully subscribed.
An allotment of 11,065,572 new Ordinary Shares, in respect of
the 2019/20 tax year, was made on 5 February 2020. An allotment of
1,443,232 new Ordinary Shares, in respect of the 2020/21 tax year,
was made on 9 July 2020. Further details regarding the new Ordinary
Shares issued under the Company's Offer for Subscription can be
found in Note 12 to the Financial Statements, in the Annual
Report.
This additional liquidity will enable your Company to continue
to execute its investment strategy through selective new
investments in both private and AIM quoted companies, alongside the
provision of follow-on funding to support the continued growth of
the existing portfolio. Furthermore, the funds raised will allow
your Company to maintain its share buy- back policy, whilst also
spreading costs over a wider asset base in line with the objective
of maintaining a competitive total expense ratio for the benefit of
all Shareholders.
Share Buy-backs
Shareholders will be aware that a primary objective for the
Board is to ensure that the Company retains sufficient liquidity
for making investments in line with its stated policy, and for the
continued payment of dividends. However, the Directors also
acknowledge the need to maintain an orderly market in the Company's
shares and have, therefore, delegated authority to the Manager to
buy back shares in the market for cancellation or to be held in
treasury, subject always to such transactions being in the best
interests of Shareholders. Despite the market volatility in
relation to COVID-19, the Board maintained the view that it was
appropriate to continue to operate the buy-back policy as this is
an important mechanism for ensuring an orderly market in your
Company's shares.
It is intended that, subject to market conditions, available
liquidity and the maintenance of the Company's VCT status, Ordinary
Shares will be bought back at prices representing a discount of
between 5% and 10% to the prevailing NAV per share.
Regulatory Developments
During the year, there have been no further amendments to the
rules governing VCTs. The Chancellor did not issue an Autumn 2020
Budget as the Treasury's focus at the time was on providing
stimulus packages to support the economy through the pandemic. The
Spring Budget was delivered on 3 March 2021, with no specific
changes being proposed to the regulations governing VCTs.
The requirement of the Finance Act 2018, which increased the
threshold level of qualifying investments that a VCT must hold from
70% to 80%, was comfortably achieved by your Company ahead of 1
December 2019, being the required date of compliance. The
qualifying level continues to be closely monitored by the Manager
and reviewed by the Board on a regular basis.
Following the outbreak of COVID-19, a number of regulatory
changes were implemented to assist companies through the crisis.
The Corporate Insolvency and Governance Act 2020 temporarily
suspended parts of insolvency law to support directors, whose
companies continued to trade through the emergency, from the threat
of personal liability for wrongful trading and to protect companies
from creditor action. This suspension has been extended until April
2021. In addition, Company Law and other legislation was amended to
provide companies with temporary easements on company filings and
the holding of Annual General Meetings.
On 27 March 2020, the International Private Equity and Venture
Capital Valuation (IPEV) Guidelines Board issued Coronavirus
Special Valuation Guidance to assist managers who are applying the
IPEV Valuation Guidelines to their portfolios from 31 March 2020.
The Guidelines were last updated in 2018 and are the prevailing
framework for fair value information in the private equity and
venture capital industry. The Directors and the Manager continue to
apply the IPEV Guidelines as a central methodology for all private
company valuations.
Environmental, Social and Governance (ESG)
The Board recognises the importance of ESG principles and
believes that each portfolio company should behave responsibly
towards the environment and society. The Directors are pleased to
report that the Manager considers environmental, social and
governance matters as part of the investment appraisal process and
ensures that any relevant ESG issues are identified at an early
stage. The Manager is currently undertaking a programme of work to
develop a framework that will ensure ESG issues are carefully
managed throughout the period of investment, and there is close
engagement with each portfolio company in relation to corporate
governance practices and support for the management team in
developing policies on the environment, community engagement, HR
and employee relations, corporate governance and responsible
product marketing.
The Directors are aware of the work that the Manager is
undertaking to address the recommendations of the Task Force on
Climate-related Financial Disclosures, which seek to address the
material financial impacts of the global transition to a lower
carbon economy. The Directors are satisfied that the Manager is
taking the appropriate steps to address these requirements and will
continue to monitor progress.
Annual General Meeting (AGM)
The 2021 AGM will be held in the Glasgow office of Maven Capital
Partners UK LLP on 7 April 2021 commencing at 12.00 noon. The
Notice of Annual General Meeting can be found in the Annual
Report.
The Directors understand that the AGM is a good opportunity for
Shareholders to meet the Board and the Manager but consider the
well-being of its Shareholders and other AGM attendees to be their
immediate priority. In light of the current Government advice
against all non-essential travel and public gatherings,
Shareholders will be unable to attend the AGM in person and should
instead vote using the Proxy Form, which should be completed and
returned in accordance with the instructions thereon. The latest
time for the receipt of Proxy Forms is 12.00 noon on 1 April 2021.
Proxy votes can also be submitted by CREST or online using the
Registrar's Share Portal Service at www.signalshares.com.
The Directors also encourage Shareholders to submit any
questions to the Board and the Manager by email or by letter in
advance of the AGM. Shareholders wishing to submit a question
should write to: The Company Secretary, Maven Income and Growth VCT
3 PLC, c/o Maven Capital Partners UK LLP, First Floor, Kintyre
House, 205 West George Street, Glasgow G2 2LW or email:
CoSec@mavencp.com. A summary of responses will be published after
the AGM on the Company's website at: www.mavencp.com/migvct3.
The Future
The Directors are encouraged by the resilient performance that
has been achieved in the financial year where, against a backdrop
of significant economic uncertainty and disruption, your Company
has managed to deliver on its key strategic objectives. The
investee portfolio has seen notable expansion and contains a number
of companies that are demonstrating strong growth and have the
potential to generate Shareholder value as they achieve scale. Your
Company is well capitalised and has a portfolio of significant
breadth and diversity, with a range of attractive growth companies
alongside the holdings in more established private companies, and
an increasing number of AIM quoted assets. The Board believes that
this balanced and diversified approach to portfolio construction
should ensure that your Company continues to generate positive
Shareholder returns in the years ahead.
Atul Devani
Chairman
5 March 2021
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 venture capital trust 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
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 that meet the criteria for
VCT qualifying investments and have strong growth potential;
-- investing no more than GBP1.25 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.
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 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:
Investment Risk
The majority of the Company's investments are in small and
medium sized unquoted UK companies and AIM/AQSE quoted companies
which, by their nature, carry a higher level of risk and lower
liquidity than investments in large quoted companies. The Board
aims to limit the risk attached to the investment portfolio as a
whole by ensuring that a robust and structured selection,
monitoring and realisation process is applied. The Board reviews
the investment portfolio with the Manager on a regular basis.
The Company manages and minimises investment risk by:
-- diversifying across a large number of companies;
-- diversifying across a range of economic sectors;
-- actively and closely monitoring the progress of investee companies;
-- co-investing with other clients of Maven, other VCT managers
and/or other co-investment partners;
-- ensuring valuations of underlying investments are made fairly
and reasonably (see Notes to the Financial Statements 1(e), 1(f)
and 16 in the Annual Report for further details);
-- taking steps to ensure that share price discount is managed appropriately; and
-- choosing and appointing an FCA authorised investment manager
with the skills, experience and resources required to achieve the
investment objective, with ongoing monitoring to ensure the Manager
is performing in line with expectations.
Internal Control Risk
The Board regularly reviews the system of internal controls,
both financial and non-financial, operated by the Company, the
Manager and other third party outsourcers such as the Custodian and
Registrar. These include controls designed to ensure that the
Company's assets are safeguarded, all records are complete and
accurate and that the third parties have adequate controls in place
to prevent data protection and cyber security failings.
VCT Qualifying Status Risk
The Company operates in a complex regulatory environment and
faces a number of related risks, including:
-- becoming subject to capital gains tax on the sale of its
investments as a result of a breach of Section 274 of the Income
Tax Act 2007;
-- loss of VCT status and the consequential loss of tax reliefs
available to Shareholders as a result of a breach of the VCT
Regulations;
-- loss of VCT status and reputational damage as a result of
serious breach of other regulations such as the FCA Listing Rules
and the Companies Act 2006 (the Companies Act); and
-- increased investment restrictions resulting from the EU State
Aid Rules incorporated by the Finance (No. 2) Act 2015 and the
Finance Act 2018.
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 this
Business Report.
Legislative and Regulatory Risk
The Directors strive to maintain a good understanding of the
changing regulatory agenda and consider emerging issues so that
appropriate changes can be implemented and developed in good time.
In order to maintain its approval as a VCT, the Company is required
to comply with current VCT legislation in the UK as well as the EU
State Aid Rules. Changes to either legislation could have an
adverse impact on Shareholder investment returns, whilst
maintaining the Company's VCT status. The Board and the Manager
continue to make representations where appropriate, either directly
or through relevant industry bodies such as the Association of
Investment Companies (AIC), the British Venture Capital Association
(BVCA) and the Venture Capital Trust Association (VCTA).
The Company has retained Philip Hare & Associates LLP as its
principal VCT adviser and also uses the services of a number of
other VCT advisers on a transactional basis.
Breaches of other regulations including, but not limited to, the
Companies Act, the FCA Listing Rules, the FCA Disclosure Guidance
and Transparency Rules, the General Data Protection Regulation
(GDPR), and the Alternative Investment Fund Managers Directive
(AIFMD), could lead to a number of detrimental outcomes and
reputational damage. Breaches of controls by service providers to
the Company could also lead to reputational loss or damage.
The AIFMD, which regulates the management of alternative
investment funds, including VCTs, introduced an authorisation and
supervisory regime for all investment companies in the EU. The
Company is a small registered, internally managed alternative
investment fund under the AIFMD, and its status as such is
unchanged as a result of the UK's departure from the EU. The
Company is also required to comply with tax legislation under the
Foreign Account Tax Compliance Act and the Common Reporting
Standard. The Company has appointed Link Group to act on its behalf
to report annually to HM Revenue & Customs (HMRC) and ensure
compliance with this legislation.
Political Risk
Although the EU (Future Relationship) Act 2020 came into effect
on 1 January 2021, the full political, economic and legal
consequences of the UK leaving the EU are not yet known. It is
possible that investments in the UK may be more difficult to value
and assess for suitability of risk, harder to buy or sell, and may
be subject to greater or more frequent rises and falls in value. In
the longer term, there is likely to be a period of uncertainty as
the UK seeks to negotiate its ongoing relationship with the EU and
other global trade partners.
In the future, UK laws and regulations, including those relating
to investment companies and AIFMs, may diverge from those of the
EU. This may lead to changes in the operation of the Company, the
rights of investors, or the list of territories in which the shares
of the Company can be promoted or sold.
The Board regularly reviews the political situation, together
with any associated changes to the economic, regulatory and
legislative environment, in order to ensure that any risks are
mitigated as effectively as possible.
Climate Change and Social Responsibility Risk
The Board recognises that climate change is an important
emerging risk that all companies should take into consideration
within their strategic planning. As referred to elsewhere in this
Strategic Report and in the Statement of Corporate Governance in
the Annual Report, the Company has little direct impact on
environmental issues. However, the Company has introduced measures
to reduce the cost and environmental impact of the production and
circulation of Shareholder documentation such as the annual and
interim reports. This has resulted in a significant reduction in
the number of paper copies being printed and posted, with fewer
than 10% of Shareholders now receiving printed reports.
The Board is aware that the Manager is increasing efforts in
relation to the identification of environmental risks and
opportunities, and is developing its ESG policy accordingly.
Environmental risk is a fundamental aspect of due diligence and
industry specialists are assigned where there may be specific
concerns in relation to a potential business or sector. The results
are then factored into the decision making process for new
investments. VCTs in general are regarded as supporting small and
medium sized enterprises, which helps to create local employment
opportunities across a range of UK geographical regions.
Other Risks
Governance Risk
The Directors are aware that an ineffective Board could have a
negative impact on the Company and its Shareholders. The Board
recognises the importance of effective leadership and board
composition, and this is ensured by completing an annual evaluation
process, with action being taken if required.
Management Risk
The Directors are aware of the risk that investment
opportunities could fail, or the management of the VCT could breach
the Management and Administration Deed or regulatory parameters,
due to lack of knowledge and/or experience of the investment
professionals acting on behalf of the Company. To manage this risk,
the Board has appointed Maven as investment manager, as it employs
skilled professionals with the required VCT knowledge and
experience. In addition, the Board takes comfort that the Manager's
controls have been updated to ensure compliance with the Senior
Managers and Certification Regime (SMCR).
The Directors are also mindful of the impact that the loss of
the Manager's key employees could have on both investment
opportunities that may be lost or existing investments that may
fail. The Board is reassured by the Manager's approach to
incentivising staff and ensuring that adequate notice periods are
included in all contracts of employment.
Financial and Liquidity Risk
As most of the investments require a mid to long term commitment
and are relatively illiquid, the Company retains a portion of the
portfolio in cash and listed investment trusts in order to finance
any new or follow-on investment opportunities. The Company has only
limited direct exposure to currency risk and does not enter into
any derivative transactions.
Economic Risk
The valuation of investment companies may be affected by
underlying economic conditions such as fluctuating interest rates
and the availability of bank finance, which can be impacted during
times of geopolitical uncertainty and fluctuating markets. The
economic and market environment is kept under constant review and
the investment strategy of the Company is adapted so far as
possible to mitigate emerging risks.
Credit Risk
The Company may hold financial instruments and cash deposits and
is dependent on counterparties discharging their agreed
responsibilities. The Directors consider the creditworthiness of
the counterparties to such instruments and seek to ensure that
there is no undue concentration of exposure to any one party.
An explanation of certain economic and financial risks and how
they are managed is contained 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 2020 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 depth and breadth 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 tabular analysis of the
unlisted and quoted portfolio shows that the portfolio is
diversified across a variety of sectors and transaction types. 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 GBP273,000 (2019: GBP256,000), gains on investment
were GBP782,000 (2019: GBP641,000) and earnings per share were
0.35p (2019: 0.37p). 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
section of 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
-- operational expenses.
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 share price at the year end date.
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 NAV per share. 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. Definitions
of these APMs can be found in the Glossary 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 of these 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. The
Directors also consider non-financial performance measures such as
the flow of investment proposals and ranking of the VCT sector by
independent analysts.
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 International
Private Equity and Venture Capital Valuation Guidelines.
Investments quoted or traded on a recognised stock exchange,
including AIM, are valued at their bid prices.
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 Dividend declarations - the Board recognises
AGM - Under normal circumstances, the importance of tax-free dividends to Shareholders
Shareholders are encouraged and takes this into consideration when making
to attend the AGM and are decisions to pay interim and propose final dividends
provided with the opportunity for each year. Further details regarding dividends
to ask questions and engage for the year under review can be found in the
with the Directors and the Chairman's Statement in the Annual Report.
Manager. Shareholders are Share buy-back policy - the Directors recognise
also encouraged to exercise the importance to Shareholders of the Company
their right to vote on the maintaining an active buy-back policy and considered
resolutions proposed at the this when establishing the current programme.
AGM. In respect of the 2021 Further details can be found in the Chairman's
AGM, please note the guidance Statement and in the Directors' Report in the
in the Chairman's Statement Annual Report.
in the Annual Report. Offer for Subscription - in making a decision
Shareholder documents - the to launch an Offer for Subscription, the Directors
Company reports formally considered that it would be in the interest of
to Shareholders by publishing Shareholders to continue to grow the portfolio
Annual and Interim Reports, and make investments across a diverse range of
normally in March and July sectors. By growing the Company, costs are spread
each year. In the instance over a wider asset base, which helps to promote
of a corporate action taking a competitive total expense ratio, which is in
place, the Board will communicate the interests of Shareholders. In addition, the
with Shareholders through increased liquidity helps support the buy-back
the issue of a Circular and, policy referred to above. Further details regarding
if required, a Prospectus. the most recent Offer for Subscription can be
In addition, significant found in the Chairman's Statement in the Annual
matters or reporting obligations Report.
are disseminated to Shareholders Liquidity management - in order to generate income
by way of Stock Exchange and add value for Shareholders, the Board has
Announcements. an active liquidity management policy, which
The Secretary acts as a key has the objective of generating income from the
point of contact for the cash held prior to investment. Further details
Board and communications regarding the liquidity management policy can
received from Shareholders be found in the Investment Manager's Report in
are circulated to the whole the Annual Report.
Board.
-----------------------------------------------------------
Environment and society The Directors and the Manager are aware of their
The Directors and the Manager duty to act in the interests of the Company and
take account of the social acknowledge that there are risks associated with
environment and ethical factors investment in companies that fail to conduct
impacted by the Company and business in a socially responsible manner. Further
the investments that it makes. details can be found in the Statement of Corporate
Governance in the Annual Report.
-----------------------------------------------------------
Portfolio companies The Directors are aware that the exercise of
Quarterly Board Meetings voting rights is key to promoting good corporate
- the Manager reports to governance and, through the Manager, ensures
the Board on the portfolio that the portfolio companies are encouraged to
companies and the Directors adopt best practice corporate governance. The
challenge the Manager where Board has delegated the responsibility for monitoring
they feel it is appropriate. the portfolio companies to the Manager and has
The Manager then communicates given it discretion to vote in respect of the
directly with each portfolio Company's holdings in the investment portfolio,
company, normally through in a way that reflects the concerns and key governance
the Maven representative matters discussed by the Board. From time to
who sits on the board of time, the management teams of investee companies
the portfolio company. give presentations to the Board. The Manager's
ESG assessment of investee companies focuses
heavily on their impact on their environment,
challenging fundamental aspects such as energy
and emissions usage, and targets an approach
to waste and recycling as well as broader social
themes such as the companies' approach to diversity
and inclusion in the workplace and their work
with charities.
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
on valuations, risk management and fundraising.
-----------------------------------------------------------
Manager The Manager is responsible for implementing the
Quarterly Board Meetings investment objective and the strategy agreed
- the Manager attends every by the Board. In making a decision to launch
Board Meeting and presents any Offer for Subscription, the Board needs to
a detailed portfolio analysis consider that the Company requires to have sufficient
and reports on key issues liquidity to continue to expand and broaden the
such as VCT compliance, investment investment portfolio in line with the strategy,
pipeline and utilisation including the provision of follow-on funding,
of any new monies raised. as referred to above.
-----------------------------------------------------------
Registrar The Directors review the performance of all third
Annual review meetings and party service providers on an annual basis, including
control reports. ensuring compliance with GDPR.
-----------------------------------------------------------
Custodian The Directors review the performance of all third
Regular statements and control party providers on an annual basis, including
reports received, with all oversight of securing the Company's assets.
holdings and balances reconciled.
-----------------------------------------------------------
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 four male Directors 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 Statement of Corporate
Governance. Additional work is being carried out by the Manager to
establish a framework for the effective capture of ESG information,
consistently across all investee companies. Maven will be
overseeing the collation of this information for the benefit of the
Board, but will also be supporting individual investee companies to
identify their ESG risks and opportunities and, where potential
improvements are identified, will work jointly with the business 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 2021, 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
5 March 2021
Income Statement
For the year ended 30 November 2020
Year ended 30 November Year ended 30 November
2020 2019
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------- -------- -------- -------- -------- -------- --------
Gains on investments - 782 782 - 641 641
Income from investments 928 - 928 922 - 922
Other income 21 - 21 60 - 60
Investment management
fees (226) (905) (1,131) (213) (854) (1,067)
Other expenses (327) - (327) (300) - (300)
---------------------------- -------- -------- -------- -------- -------- --------
Net return on ordinary
activities
before taxation 396 (123) 273 469 (213) 256
Tax on ordinary activities (63) 63 - (78) 78 -
---------------------------- -------- -------- -------- -------- -------- --------
Return attributable to
Equity Shareholders 333 (60) 273 391 (135) 256
---------------------------- -------- -------- -------- -------- -------- --------
Earnings per share (pence) 0.43 (0.08) 0.35 0.57 (0.20) 0.37
---------------------------- -------- -------- -------- -------- -------- --------
All gains and losses are recognised in the Income Statement.
All items in the above statement are derived from continuing
operations. The Company has only one class of business and one
reportable segment, the results of which are set out in the Income
Statement and Balance Sheet. The Company derives its income from
investments made in shares, securities and bank deposits.
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 2020
Year ended 30 November 2020
Non-distributable reserves Distributable reserves
Share Capital Capital Capital Special
Share premium redemption reserve reserve distributable Revenue
capital account reserve unrealised realised reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------- -------- -------- ----------- ----------- --------- -------------- -------- --------
At 30 November 2019 6,798 - 35 (1,486) - 34,144 1,247 40,738
Net return - - - 764 18 (842) 333 273
Share premium
cancellation
costs - (11) - - - - - (11)
Dividends paid - - - - - (2,377) (792) (3,169)
Repurchase and
cancellation
of shares (118) - 118 - - (593) - (593)
Net proceeds of share
issue 1,251 6,155 - - - - - 7,406
Net proceeds of DIS
issue 34 141 - - - - - 175
------------------------- -------- -------- ----------- ----------- --------- -------------- -------- --------
At 30 November 2020 7,965 6,285 153 (722) 18 30,332 788 44,819
------------------------- -------- -------- ----------- ----------- --------- -------------- -------- --------
Year ended 30 November 2019*
Non-distributable reserves Distributable reserves
Share Capital Capital Capital Special
Share premium redemption reserve reserve distributable Revenue
capital account reserve unrealised realised reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------- -------- -------- ----------- ----------- --------- -------------- -------- --------
At 30 November 2018 6,897 31,285 890 (3,058) (9,784) 15,323 856 42,409
Net return - - - 1,572 (931) (776) 391 256
Cancellation of share
premium account - (31,379) - - - 31,379 - -
Cancellation of capital
redemption reserve - - (977) - - 977 - -
Share premium
cancellation
costs - (2) - - - - - (2)
Dividends paid - - - - - (1,367) - (1,367)
Repurchase and
cancellation
of shares (122) - 122 - - (677) - (677)
Net proceeds of DIS
issue 23 96 - - - - - 119
Transfer between
distributable
reserves* 10,715 (10,715) -
------------------------- -------- -------- ----------- ----------- --------- -------------- -------- --------
At 30 November 2019 6,798 - 35 (1,486) - 34,144 1,247 40,738
------------------------- -------- -------- ----------- ----------- --------- -------------- -------- --------
*Refer to Note 1 to the Financial Statements.
The capital reserve unrealised in generally non-distributable,
other than the part of the reserve relating to gains / (losses)
attributable to readily realisable quoted investments that are
distributable.
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 2020
30 November 2020 30 November 2019*
GBP'000 GBP'000
------------------------------------ ---------------- -----------------
Fixed assets
Investments at fair value through
profit or loss 34,229 26,623
Current assets
Debtors 320 333
Cash 10,478 13,822
------------------------------------ ---------------- -----------------
10,798 14,155
Creditors
Amounts falling due within one
year (208) (40)
------------------------------------ ---------------- -----------------
Net current assets 10,590 14,115
------------------------------------ ---------------- -----------------
Net assets 44,819 40,738
------------------------------------ ---------------- -----------------
Capital and reserves
Called up share capital 7,965 6,798
Share premium account 6,285 -
Capital redemption reserve 153 35
Capital reserve - unrealised (722) (1,486)
Capital reserve - realised 18 -
Special distributable reserve 30,332 34,144
Revenue reserve 788 1,247
------------------------------------ ---------------- -----------------
Net assets attributable to Ordinary
Shareholders 44,819 40,738
------------------------------------ ---------------- -----------------
Net asset value per Ordinary Share
(pence) 56.27 59.92
------------------------------------ ---------------- -----------------
*Refer to Note 1 to the Financial Statements.
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
5 March 2021
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 2020
Year ended Year ended
30 November 2020 30 November 2019
GBP'000 GBP'000
-------------------------------------- ----------------- -----------------
Net cash flows from operating
activities
Cash flows from investing activities (457) (292)
Purchase of investments (10,351) (7,367)
Sale of investments 3,656 2,429
-------------------------------------- ----------------- -----------------
Net cash flows from investing
activities (6,695) (4,938)
-------------------------------------- ----------------- -----------------
Cash flows from financing activities
Equity dividends paid (3,169) (1,367)
Issue of Ordinary Shares 7,581 119
Share premium cancellation costs (11) (2)
Repurchase of Ordinary Shares (593) (677)
-------------------------------------- ----------------- -----------------
Net cash flows from financing
activities 3,808 (1,927)
-------------------------------------- ----------------- -----------------
Net decrease in cash (3,344) (7,157)
-------------------------------------- ----------------- -----------------
Cash at beginning of year 13,822 20,979
Cash at end of year 10,478 13,822
-------------------------------------- ----------------- -----------------
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 2020
1. Accounting policies
The Company is a public limited company, incorporated in England
& Wales and its registered office is shown in the Corporate
Summary in the Annual Report.
(a) Basis of preparation
The Financial Statements have been prepared on a going concern
basis, including an assessment of the impact of COVID-19 on the
finances of the Company, as covered 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 October 2019.
Changes in presentation of 2019 Statement of Changes in Equity
and Balance Sheet - in previous years, capital expenses and
dividends were recorded through the capital reserve realised. The
nature of this treatment created a large deficit position that
continued to build. In order to improve the transparency of
distributable reserves, capital expenses and dividends are now
recorded through the special distributable reserve. A one-off prior
year reclassification has been reflected in the Statement of
Changes in Equity to clear the originating deficit position. This
disclosure change has no impact on the profit and loss account or
NAV.
(b) Income
Dividends receivable on equity shares and unit trusts are
treated as revenue for the period on an ex-dividend basis. Where no
ex-dividend date is available dividends receivable on or before the
year end are treated as revenue for the period. Provision is made
for any dividends not expected to be received. The fixed returns on
debt securities and non-equity shares are recognised on a time
apportionment basis so as to reflect the effective interest rate on
the debt securities and shares. Provision is made for any income
not expected to be received. Interest receivable from cash and
short term deposits and interest payable are accrued to the end of
the year.
(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 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
Guidelines (IPEVCV) 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 with reference to the price of
recent investment, calibrating for any material change in the
trading circumstances of the investee company. Other early stage
investments are valued using a milestone approach, in particular
where it is considered there are no deemed current or short-term
future maintainable earnings or positive cashflows.
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. In the absence of evidence of a deterioration, or strong
defensible evidence of an increase in value, the fair value is
determined to be that reported at the previous balance sheet
date.
5. All unlisted investments are valued individually by the
Manager's portfolio management team. The resultant valuations are
subject to detailed scrutiny and approval by the Directors of the
Company.
6. In accordance with normal market practice, investments listed
on AIM or a recognised stock exchange are valued at their bid
market 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 early stage unlisted investments recognised in Note 8
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 issue costs.
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
non-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 Year ended 30 November
2020 2019
---------------------- ----------------------
The returns per share have been 77,118,360 68,673,884
based on the following figures:
Weighted average number of Ordinary GBP333,000 GBP391,000
Shares
Revenue return (GBP60,000) (GBP135,000)
Capital return
---------------------- ----------------------
Total return GBP273,000 GBP256,000
---------------------- ----------------------
Net asset value per Ordinary Share
The net asset value per Ordinary Share as at 30 November 2020
has been calculated using the number of Ordinary Shares in issue at
that date of 79,653,579 (2019: 67,983,600).
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 2020 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 2021 AGM will be held in the Glasgow office of Maven Capital
Partners UK LLP on 7 April 2021 commencing at 12.00 noon. As
highlighted in the Chairman's Statement, in light of the current
Government advice against all non-essential travel and public
gatherings, Shareholders will be unable to attend the AGM in
person.
The Annual Report and Financial Statements for the year ended 30
November 2020 will be issued to Shareholders and filed with the
Registrar of Companies and issued to Shareholders 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 2019 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 2020, 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, 1-2 Royal Exchange Buildings,
London EC3V 3LF and on the Company's website at
www.mavencp.com/migvct3.
Neither the content of the Company's website nor the contents of
any website accessible from hyperlinks on the Company's website (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:
https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism.
By Order of the Board
Maven Capital Partners UK LLP
Secretary
5 March 2021
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