Company registration number 07421440 (England and Wales)
STURGEON CAPITAL LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
STURGEON CAPITAL LTD
COMPANY INFORMATION
Directors
C Cappello
K Zandiyeh
R Rahim
Company number
07421440
Registered office
Plantworks
1a Britannia Street
London
WC1X 9JT
Auditor
Kingswood LLP
3 Coldbath Square
London
EC1R 5HL
STURGEON CAPITAL LTD
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 26
STURGEON CAPITAL LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -

The directors present the strategic report for the year ended 31 March 2024.

Business review

During the financial year ended 31 March 2024 the group continued to develop its strategic objectives in both private equity and venture capital.

 

Venture Capital

The group’s first venture capital fund, Sturgeon Emerging Opportunities LP (“SEO LP”), now fully deployed, has begun consolidating its portfolio and started exploring where growth potential lies.

 

During the year the group’s second venture capital fund, Sturgeon Emerging Opportunities II LP (“SEO II LP”), successfully completed seven investments having finalized its first Institutional Close with total commitments of just under $10 million.

 

Private Equity

In 2022 the group commenced its advisory mandate on a $150 million Central Asian Private Equity fund. The mandate is being executed through the company’s subsidiary, Sturgeon Capital Kazakhstan Limited. Now into their third year of working on the mandate, the Kazakh investment team are performing well and have made good progress deploying the fund. It is expected that they will hit the necessary milestones to release the remaining commitments to the fund, increasing it to $250 million AUM within the next year or two.

 

Group turnover of £2.7 million reflects the combined revenue streams from these strategies. Consolidated operational costs, as expected, have remained stable and are forecast to remain at a similar level now that the teams have coalesced around their respective strategic objectives.

 

As such the directors view the outlook for the group beyond the financial year end 31 March 2024 as “improving” once SEO II reaches its final close and the Central Asia Private Equity fund unlocks the next tranche of AuM.

Principal risks and uncertainties

The directors of Sturgeon Capital Ltd view the following as the group’s main business risks:

 

Geo-political risk:

2024 promises to see many general elections around the world, most notably for Sturgeon the recent transition of power in the UK government from the Conservatives to Labour, which may bring with it significant changes in policies as the incoming government tries to assert its influence. Furthermore, the outcome of the US election towards the end of 2024 has the potential to conflate issues surrounding the Russia / Ukraine conflict and also tensions in the middle east. The directors believe that the impact of these risks are far reaching but are hard to mitigate or predict. Therefore, they continue to monitor developments and evaluate whether any actions should be taken.

 

Currency risk:

The group’s revenues are primarily denominated in USD, and a cost base broadly split 50:50 between USD and GBP leaving it slightly exposed to GBP:USD fluctuations. However, during 2023/24 Cable has tended to float around 1.25 on average. The directors are comfortable that the group’s exposure is not significant enough to cause concern, but endeavour to favour natural currency hedges by opting to fix costs in USD where possible.

Development and performance

Going forward the directors will continue to launch both funds and single deal vehicles in the private equity and venture capital space. Having completed the first close of our second venture capital fund at the end of 2023/24, we will be working towards subsequent closes in 2023/24, targeting a cap of $35 million.

STURGEON CAPITAL LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
Financial key performance indicators
Year ended
Year ended
31 March 2024
31 March 2023
Turnover
£2,724,128
£2,943,322
Total comprehensive income
£35,534
£60,855
Shareholders' equity
£497,371
£461,837
AUM
US$185m
US$177m
Financial instruments

The group does not enter into any formal hedging arrangements. Income received and expenditure incurred in foreign currencies are matched to minimise foreign exchange risk.

Going concern

The group has returned a small consolidated net profit in 2023/24 as it stabilizes its cost base following the changes in its strategic objectives. As such its net asset position has remained reasonably stable between 31 March 2023 and 2024.

 

Looking forward to the year ending 31 March 2025, the group is anticipating an additional revenue stream following the first close of SEO II which will start to improve the group's positive net operating margin.

 

The directors have considered the operational and financial impact of the above and based on projections for the year ahead they have reasonable expectation that the group will have adequate resources to continue in operational existence for the foreseeable future. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Section 172(1) Statements

The directors of Sturgeon Capital Ltd consider they have acted in a way they consider, in good faith, would be most likely to promote the success of the company having regard to the stakeholders and matters set out in S172(1)(a-f) of the Act in the decisions taken during the financial year ended on 31 March 2024.

 

The directors aim to act fairly and responsibly in how the group engages with suppliers, service providers and in an open and cooperative way with its regulatory body, the FCA.

 

The impact of the group’s operations on the community and environment is minimal due to the nature of its activities.

 

The group has implemented compliance policies and provided sufficient training to ensure that management understand their obligation to act with integrity, due skill, care and diligence as well as paying due regard to the interests of clients and the requirement to treat them fairly.

 

The directors believe it is of utmost importance to behave responsibly, to operate with high standards of business conduct and lead by example.

 

The group recognise its employees and contractors are key to its success. The group engages with its staff regularly through regular briefings and meetings. The directors ensure that the employees understand their obligation to act with integrity, due skill and care.

 

 

 

 

 

 

STURGEON CAPITAL LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -

The directors look forward to a successful future for the benefit of all stakeholders.

On behalf of the board

 

 

K Zandiyeh
Director
5 August 2024
STURGEON CAPITAL LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 4 -

The directors present their annual report and financial statements for the year ended 31 March 2024.

Principal activities

The principal activity of the group during the year continued to be that of investment management. The company is authorised and regulated by the Financial Conduct Authority (FCA).

Results and dividends

The results for the year are set out on page 9.

No dividends were paid during the year.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

C Cappello
K Zandiyeh
R Rahim
Auditor

In accordance with the company's articles, a resolution proposing that Kingswood LLP be reappointed as auditor of the group will be put at a General Meeting.

Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Strategic report

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial instruments and future developments.true

STURGEON CAPITAL LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 5 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
K Zandiyeh
Director
5 August 2024
STURGEON CAPITAL LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF STURGEON CAPITAL LTD
- 6 -
Opinion

We have audited the financial statements of Sturgeon Capital Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

STURGEON CAPITAL LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF STURGEON CAPITAL LTD
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

STURGEON CAPITAL LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF STURGEON CAPITAL LTD
- 8 -

To address the risk of fraud through management bias and override of controls, we:

In response to the risk of irregularities and non‑compliance with laws and regulations, we designed procedures which included, but were not limited to:

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non‑compliance. Auditing standards also limit the audit procedures required to identify non‑compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Richard Behan FCA (Senior Statutory Auditor)
For and on behalf of Kingswood LLP
9 August 2024
Chartered Accountants
Statutory Auditor
3 Coldbath Square
London
EC1R 5HL
STURGEON CAPITAL LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
2,724,128
2,943,322
Cost of sales
(357,063)
(436,974)
Gross profit
2,367,065
2,506,348
Administrative expenses
(2,342,116)
(2,446,976)
Other operating income
70,539
-
Operating profit
4
95,488
59,372
Interest payable and similar expenses
8
(2,776)
(9,145)
Amounts written off investments
9
(5,910)
(53,563)
Profit/(loss) before taxation
86,802
(3,336)
Tax on profit/(loss)
10
(2,182)
(3,249)
Profit/(loss) for the financial year
84,620
(6,585)
Other comprehensive income
Currency translation (loss)/gain arising in the year
(49,086)
67,440
Total comprehensive income for the year
35,534
60,855
Profit/(loss) for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
STURGEON CAPITAL LTD
GROUP BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
27,676
36,328
Investments
12
126,728
132,638
154,404
168,966
Current assets
Debtors
14
685,674
420,469
Cash at bank and in hand
707,271
860,174
1,392,945
1,280,643
Creditors: amounts falling due within one year
15
(1,049,978)
(987,772)
Net current assets
342,967
292,871
Net assets
497,371
461,837
Capital and reserves
Called up share capital
17
541,249
541,249
Share premium account
870,150
870,150
Other reserves
17,056
66,142
Profit and loss reserves
(931,084)
(1,015,704)
Total equity
497,371
461,837
The financial statements were approved by the board of directors and authorised for issue on
5 August 2024
05 August 2024
and are signed on its behalf by:
C Cappello
K Zandiyeh
Director
Director
Company registration number 07421440 (England and Wales)
STURGEON CAPITAL LTD
COMPANY BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
23,243
29,983
Investments
12
163,032
156,544
186,275
186,527
Current assets
Debtors
14
659,912
404,022
Cash at bank and in hand
309,908
354,136
969,820
758,158
Creditors: amounts falling due within one year
15
(873,648)
(645,719)
Net current assets
96,172
112,439
Net assets
282,447
298,966
Capital and reserves
Called up share capital
17
541,249
541,249
Share premium account
870,150
870,150
Profit and loss reserves
(1,128,952)
(1,112,433)
Total equity
282,447
298,966

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £16,519 (2023 - £161,543 profit).

The financial statements were approved by the board of directors and authorised for issue on
5 August 2024
05 August 2024
and are signed on its behalf by:
C Cappello
K Zandiyeh
Director
Director
Company registration number 07421440 (England and Wales)
STURGEON CAPITAL LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 12 -
Share capital
Share premium account
Foreign exchange reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 April 2022
441,249
370,150
(1,298)
(1,009,119)
(199,018)
Year ended 31 March 2023:
Loss for the year
-
-
-
(6,585)
(6,585)
Other comprehensive income:
Currency translation differences
-
-
67,440
-
0
67,440
Total comprehensive income
-
-
67,440
(6,585)
60,855
Issue of share capital
17
100,000
500,000
-
-
600,000
Balance at 31 March 2023
541,249
870,150
66,142
(1,015,704)
461,837
Year ended 31 March 2024:
Profit for the year
-
-
-
84,620
84,620
Other comprehensive income:
Currency translation differences
-
-
(49,086)
-
0
(49,086)
Total comprehensive income
-
-
(49,086)
84,620
35,534
Balance at 31 March 2024
541,249
870,150
17,056
(931,084)
497,371
STURGEON CAPITAL LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2022
441,249
370,150
(1,273,977)
(462,578)
Year ended 31 March 2023:
Profit and total comprehensive income for the year
-
-
161,544
161,544
Issue of share capital
17
100,000
500,000
-
600,000
Balance at 31 March 2023
541,249
870,150
(1,112,433)
298,966
Year ended 31 March 2024:
Profit and total comprehensive income
-
-
(16,519)
(16,519)
Balance at 31 March 2024
541,249
870,150
(1,128,952)
282,447
STURGEON CAPITAL LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
21
(91,264)
(918,580)
Interest paid
(2,776)
(9,145)
Income taxes paid
(3,706)
(40)
Net cash outflow from operating activities
(97,746)
(927,765)
Investing activities
Purchase of tangible fixed assets
(6,071)
(28,346)
Net cash used in investing activities
(6,071)
(28,346)
Financing activities
Proceeds from issue of shares
-
600,000
Net cash (used in)/generated from financing activities
-
600,000
Net decrease in cash and cash equivalents
(103,817)
(356,111)
Cash and cash equivalents at beginning of year
860,174
1,148,845
Effect of foreign exchange rates
(49,086)
67,440
Cash and cash equivalents at end of year
707,271
860,174
STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 15 -
1
Accounting policies
Company information

Sturgeon Capital Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Plantworks, 1a Britannia Street, London, WC1X 9JT.

 

The group consists of Sturgeon Capital Ltd and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of fixed and current asset investments and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Sturgeon Capital Ltd together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 March 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

The group has returned a small consolidated net profit in 2023/24 as it stabilizes its cost base following the changes in its strategic objectives. As such its net asset position has remained reasonably stable between 31 March 2023 and 2024.

 

Looking forward to the year ending 31 March 2025, the group is anticipating an additional revenue stream following the first close of SEO II which will start to generate a positive net operating margin for the group.

 

The directors have considered the operational and financial impact of the above and based on projections for the year ahead they have reasonable expectation that the group will have adequate resources to continue in operational existence for the foreseeable future. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 16 -
1.5
Turnover

Revenue from services is recognised when the service is provided and the right to receive consideration is established. Management fees are recognised in the period they are due in accordance with the management agreement. Performance fees are recognised when the right to receive the fees has been established.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
Over 5 years
Fixtures and fittings
Over 5 years
Computer equipment
Over 3 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.7
Fixed asset investments

Investments in unlisted company shares, whose market value can be reliable determined, are remeasured at the reporting date and any gains and losses recognised in profit or loss. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

 

Investments in listed company shares are remeasured to market value at each balance sheet date and any gains and losses on remeasurement are recognised in profit or loss.

 

All investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

1.9
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 17 -
1.10
Financial instruments

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Trade and other debtors

Trade and other debtors are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

 

Cash at bank

Cash holding comprises deposits held at call with banks, All cash is held with banks with strong external credit ratings.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in or , except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at market value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Trade and other creditors

Trade and other creditors including accruals are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received.

STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 18 -
1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

 

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense. The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to profit or loss on a straight line basis.

1.16
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

 

On consolidation, income and expense items of foreign operations are translated into GBP, the presentation currency of the Group, at the average exchange rates for the year. All assets and liabilities of foreign operations are translated at the rate prevailing at the end of the reporting period. Exchange differences arising are recognised in other comprehensive income and accumulated within equity.

 

STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 19 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Accrued income

The group recognise revenue when the service is provided and the right to receive consideration is established. Any accrued income is assessed for impairment at the end of each reporting period. If indication of impairment exist, a provision is recognised immediately in the profit and loss account.

 

Management have applied their best estimate to determine if any impairment provision is required.

Impairment of investments

The carrying value of unlisted investments are reviewed for impairment at the end of each reporting date along with other financial assets.

 

Determining whether investments are impaired or not requires an estimation of the value of each of the investments. The calculation of the value of the investments requires the group to estimate the present value of the expected future cash flows arising from the investments using an appropriate discount rate. Management continually review the estimates and the underlying assumption.

3
Turnover and other revenue

The whole of the turnover is attributable to the group's principal activity.

 

All turnover arose outside the United Kingdom.

 

2024
2023
£
£
Other revenue
Grants received
70,539
-
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
(46,228)
84,542
Depreciation of owned tangible fixed assets
14,569
8,571
Loss on disposal of tangible fixed assets
154
-
Operating lease charges
239,384
167,567
STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 20 -
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
19,250
19,250
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
14
12
7
7

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
1,340,724
1,236,108
782,777
852,288
Social security costs
126,608
133,824
73,520
96,656
Pension costs
41,182
30,720
39,490
30,720
1,508,514
1,400,652
895,787
979,664
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
152,914
252,562

The directors are considered the key management personnel of the group.

8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Other interest on financial liabilities
2,776
9,145
STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 21 -
9
Other gains and losses
2024
2023
£
£
Fair value gains/(losses) on financial instruments
Loss on financial assets held at fair value through profit or loss
(5,910)
(53,563)
10
Taxation
2024
2023
£
£
Current tax
Corporation tax on profits for the current period
2,182
3,249

The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit/(loss) before taxation
86,802
(3,336)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
21,701
(634)
Tax effect of expenses that are not deductible in determining taxable profit
2,969
2,020
Tax effect of utilisation of tax losses not previously recognised
(317)
(42,890)
Effect of revaluations of investments
1,478
10,177
Effect of overseas tax
(23,649)
34,576
Taxation charge
2,182
3,249

Factors that may affect future tax charges

From 1 April 2023 the corporation tax rate increased to 25% for companies with profits of over £250,000. Companies with profits of £50,000 or less will continue to pay corporation tax at 19%. From this date companies with profits between £50,000 and £250,000 will pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective corporation tax rate.

 

At 31 March 2024, the company had a potential deferred tax asset of £493,729 (2023: £490,076) relating to tax losses and fair value movement on its investments and calculated at the substantially enacted rate at the balance sheet date. The company has not recognised this deferred tax asset.

STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 22 -
11
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Computer equipment
Total
£
£
£
£
Cost
At 1 April 2023
13,029
8,067
26,326
47,422
Additions
1,709
-
0
4,362
6,071
Disposals
-
0
-
0
(286)
(286)
At 31 March 2024
14,738
8,067
30,402
53,207
Depreciation and impairment
At 1 April 2023
2,022
2,317
6,755
11,094
Depreciation charged in the year
2,862
1,603
10,104
14,569
Eliminated in respect of disposals
-
0
-
0
(132)
(132)
At 31 March 2024
4,884
3,920
16,727
25,531
Carrying amount
At 31 March 2024
9,854
4,147
13,675
27,676
At 31 March 2023
11,007
5,750
19,571
36,328
Company
Leasehold improvements
Fixtures and fittings
Computer equipment
Total
£
£
£
£
Cost
At 1 April 2023
13,029
8,067
17,753
38,849
Additions
1,709
-
0
1,973
3,682
At 31 March 2024
14,738
8,067
19,726
42,531
Depreciation and impairment
At 1 April 2023
2,022
2,317
4,527
8,866
Depreciation charged in the year
2,862
1,603
5,957
10,422
At 31 March 2024
4,884
3,920
10,484
19,288
Carrying amount
At 31 March 2024
9,854
4,147
9,242
23,243
At 31 March 2023
11,007
5,750
13,226
29,983
STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 23 -
12
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
36,304
23,906
Unlisted investments
126,728
132,638
126,728
132,638
126,728
132,638
163,032
156,544
Movements in fixed asset investments
Group
Investments
£
Cost or valuation
At 1 April 2023
132,638
Valuation changes
(5,910)
At 31 March 2024
126,728
Carrying amount
At 31 March 2024
126,728
At 31 March 2023
132,638
Movements in fixed asset investments
Company
Shares in subsidiaries
Other investments
Total
£
£
£
Cost or valuation
At 1 April 2023
23,906
132,638
156,544
Additions
12,498
-
12,498
Valuation changes
-
(5,910)
(5,910)
Disposals
(100)
-
(100)
At 31 March 2024
36,304
126,728
163,032
Carrying amount
At 31 March 2024
36,304
126,728
163,032
At 31 March 2023
23,906
132,638
156,544
STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 24 -
13
Subsidiaries

Details of the company's subsidiaries at 31 March 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Sturgeon Advisory Limited
England
Ordinary
100.00
Sturgeon Capital Kazakhstan Ltd
Kazakhstan
Ordinary
100.00
SEO II GP Limited
Guernsey
Ordinary
100.00
SUGEF GP Limited
Guernsey
Ordinary
100.00

The registered office address of Sturgeon Advisory Ltd is the same as the registered office of Sturgeon Capital Ltd, Plantworks, 1a Britannia Street, London, WC1X 9JT.

 

The registered office of Sturgeon Capital Kazakhstan Ltd is Dostyq street 16, office 17, Astana, Republic of Kazakhstan.

 

The registered office of SEO II GP Limited and SUGEF GP Limited is 1 Royal Plaza, Royal Avenue, St Peter Port, Guernsey, GY1 2HL.

14
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
336,877
183,269
336,878
183,270
Amounts owed by group undertakings
-
-
-
3,400
Other debtors
282,792
167,376
257,029
147,528
Prepayments and accrued income
66,005
69,824
66,005
69,824
685,674
420,469
659,912
404,022
15
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
£
£
£
£
Trade creditors
72,761
256,264
69,811
253,886
Amounts owed to group undertakings
-
0
-
0
435,412
284,069
Corporation tax payable
1,686
3,210
-
0
-
0
Other taxation and social security
46,238
38,697
33,286
38,697
Deferred income
594,154
607,755
-
0
-
0
Other creditors
311,782
39,990
311,782
33,788
Accruals
23,357
41,856
23,357
35,279
1,049,978
987,772
873,648
645,719
STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 25 -
16
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
41,182
30,720

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

17
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 40p each
1,349,999
1,349,999
539,999
539,999
B Ordinary shares of 1p each
124,998
124,998
1,250
1,250
1,474,997
1,474,997
541,249
541,249

Ordinary shareholders are entitled to receive dividends as and when declared and are entitled to one vote per share at meetings of the Company.

 

B Ordinary shareholders are entitled to recieve dividends as and when declared and have no right to vote.

 

All shares are non redeemable and rank equally with regard to the company's residual assets.

18
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
152,990
158,138
95,000
95,000
Between two and five years
219,705
304,637
205,833
300,833
372,695
462,775
300,833
395,833
19
Related party transactions
Group and Company

During the year the group had a leasehold arrangement for its office premises on an arm's length basis with Balcap Re Limited, a company registered in England and in which the director, Mr Clemente Cappello, has a significant interest. No lease premium was paid. Total rent paid by the group amounted to £98,142 (2023: £71,250)

STURGEON CAPITAL LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 26 -
20
Controlling party

As at 31 March 2024, the company was under the ultimate control of Mr C Cappello by virtue of his controlling shareholding in the company.

21
Cash absorbed by group operations
2024
2023
£
£
Profit/(loss) for the year after tax
84,620
(6,585)
Adjustments for:
Taxation charged
2,182
3,249
Finance costs
2,776
9,145
Loss on disposal of tangible fixed assets
154
-
Depreciation and impairment of tangible fixed assets
14,569
8,571
Other gains and losses
5,910
53,563
Movements in working capital:
Increase in debtors
(265,205)
(294,101)
Increase/(decrease) in creditors
77,331
(470,906)
Decrease in deferred income
(13,601)
(221,516)
Cash absorbed by operations
(91,264)
(918,580)
22
Analysis of changes in net funds - group
1 April 2023
Cash flows
Exchange rate movements
31 March 2024
£
£
£
£
Cash at bank and in hand
860,174
(103,817)
(49,086)
707,271
2024-03-312023-04-01falseCCH SoftwareCCH Accounts Production 2024.100C CappelloK ZandiyehT.Sieburgh SjoerdsmaA.PatelR Rahimfalsefalse07421440bus:Consolidated2023-04-012024-03-31074214402023-04-012024-03-3107421440bus:Director12023-04-012024-03-3107421440bus:Director22023-04-012024-03-3107421440bus:Director52023-04-012024-03-3107421440bus:Director32023-04-012024-03-3107421440bus:Director42023-04-012024-03-3107421440bus:RegisteredOffice2023-04-012024-03-3107421440bus:Consolidated2024-03-31074214402024-03-3107421440bus:Consolidated2022-04-012023-03-31074214402022-04-012023-03-3107421440core:ForeignCurrencyTranslationReservebus:Consolidated2023-04-012024-03-3107421440core:ForeignCurrencyTranslationReservebus:Consolidated2022-04-012023-03-3107421440core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-04-012023-03-3107421440core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-04-012024-03-3107421440bus:Consolidated2023-03-31074214402023-03-3107421440core:LeaseholdImprovementsbus:Consolidated2024-03-3107421440core:FurnitureFittingsbus:Consolidated2024-03-3107421440core:ComputerEquipmentbus:Consolidated2024-03-3107421440core:LeaseholdImprovementsbus:Consolidated2023-03-3107421440core:FurnitureFittingsbus:Consolidated2023-03-3107421440core:ComputerEquipmentbus:Consolidated2023-03-3107421440core:LeaseholdImprovements2024-03-3107421440core:FurnitureFittings2024-03-3107421440core:ComputerEquipment2024-03-3107421440core:LeaseholdImprovements2023-03-3107421440core:FurnitureFittings2023-03-3107421440core:ComputerEquipment2023-03-3107421440core:ShareCapitalbus:Consolidated2024-03-3107421440core:ShareCapitalbus:Consolidated2023-03-3107421440core:SharePremiumbus:Consolidated2024-03-3107421440core:SharePremiumbus:Consolidated2023-03-3107421440core:OtherMiscellaneousReservebus:Consolidated2024-03-3107421440core:OtherMiscellaneousReservebus:Consolidated2023-03-3107421440core:ShareCapital2024-03-3107421440core:ShareCapital2023-03-3107421440core:SharePremium2024-03-3107421440core:SharePremium2023-03-3107421440core:RetainedEarningsAccumulatedLosses2024-03-3107421440core:ShareCapitalbus:Consolidated2022-03-3107421440core:SharePremiumbus:Consolidated2022-03-3107421440core:ForeignCurrencyTranslationReservebus:Consolidated2022-03-31074214402022-03-3107421440core:ForeignCurrencyTranslationReservebus:Consolidated2023-03-3107421440core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-03-3107421440core:ForeignCurrencyTranslationReservebus:Consolidated2024-03-3107421440core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-03-3107421440core:ShareCapital2022-03-3107421440core:SharePremium2022-03-3107421440core:RetainedEarningsAccumulatedLosses2022-03-3107421440core:RetainedEarningsAccumulatedLosses2023-03-3107421440core:ShareCapitalbus:Consolidated2022-04-012023-03-3107421440core:SharePremiumbus:Consolidated2022-04-012023-03-3107421440core:ShareCapital2022-04-012023-03-3107421440core:SharePremium2022-04-012023-03-3107421440bus:Consolidated2022-03-3107421440core:LeaseholdImprovements2023-04-012024-03-3107421440core:FurnitureFittings2023-04-012024-03-3107421440core:ComputerEquipment2023-04-012024-03-3107421440core:UKTaxbus:Consolidated2023-04-012024-03-3107421440core:UKTaxbus:Consolidated2022-04-012023-03-3107421440bus:Consolidated12023-04-012024-03-3107421440bus:Consolidated12022-04-012023-03-3107421440core:LeaseholdImprovementsbus:Consolidated2023-03-3107421440core:FurnitureFittingsbus:Consolidated2023-03-3107421440core:ComputerEquipmentbus:Consolidated2023-03-3107421440bus:Consolidated2023-03-3107421440core:LeaseholdImprovements2023-03-3107421440core:FurnitureFittings2023-03-3107421440core:ComputerEquipment2023-03-31074214402023-03-3107421440core:LeaseholdImprovementsbus:Consolidated2023-04-012024-03-3107421440core:FurnitureFittingsbus:Consolidated2023-04-012024-03-3107421440core:ComputerEquipmentbus:Consolidated2023-04-012024-03-3107421440core:UnlistedNon-exchangeTradedbus:Consolidated2024-03-3107421440core:UnlistedNon-exchangeTradedbus:Consolidated2023-03-3107421440core:UnlistedNon-exchangeTraded2024-03-3107421440core:UnlistedNon-exchangeTraded2023-03-3107421440core:Subsidiary12023-04-012024-03-3107421440core:Subsidiary22023-04-012024-03-3107421440core:Subsidiary32023-04-012024-03-3107421440core:Subsidiary42023-04-012024-03-3107421440core:Subsidiary112023-04-012024-03-3107421440core:Subsidiary212023-04-012024-03-3107421440core:Subsidiary312023-04-012024-03-3107421440core:Subsidiary412023-04-012024-03-3107421440core:CurrentFinancialInstruments2024-03-3107421440core:CurrentFinancialInstruments2023-03-3107421440core:CurrentFinancialInstrumentsbus:Consolidated2024-03-3107421440core:CurrentFinancialInstrumentsbus:Consolidated2023-03-3107421440core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2024-03-3107421440core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2023-03-3107421440core:CurrentFinancialInstrumentscore:WithinOneYear2024-03-3107421440core:CurrentFinancialInstrumentscore:WithinOneYear2023-03-3107421440bus:PrivateLimitedCompanyLtd2023-04-012024-03-3107421440bus:FRS1022023-04-012024-03-3107421440bus:Audited2023-04-012024-03-3107421440bus:ConsolidatedGroupCompanyAccounts2023-04-012024-03-3107421440bus:FullAccounts2023-04-012024-03-31xbrli:purexbrli:sharesiso4217:GBP