The members present their annual report and financial statements for the year ended 31 March 2024.
The principal objective of the LLP is to provide discretionary investment management services. The firm is authorised and regulated by the Financial Conduct Authority.
The results for the year and the financial position at the year end were considered satisfactory by the members.
The designated members who held office during the year and up to the date of signature of the financial statements were as follows:
As the LLP has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
The members are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) requires the members to prepare financial statements for each financial year. Under that law the members have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice. Under company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) the members 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 limited liability partnership and of the profit or loss of the limited liability partnership for that period. In preparing these financial statements, the members are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the limited liability partnership will continue in business.
The members are responsible for keeping adequate accounting records that are sufficient to show and explain the limited liability partnership’s transactions and disclose with reasonable accuracy at any time the financial position of the limited liability partnership and enable them to ensure that the financial statements comply with the Companies Act 2006 (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008). They are also responsible for safeguarding the assets of the limited liability partnership and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the members' 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 limited liability partnership'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 members with respect to going concern are described in the relevant sections of this report.
Other information
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 undertook procedures to identify any irregularities or fraud perpetrated through the posting of manual adjustments.
We performed analytical procedures to identify any unexpected or significant movements which may indicate irregularities and substantiated the explanations given for these movements.
We reviewed the accounting policies and the application of these policies to ensure compliance with FRS 102 and consistency of application.
Specific consideration was given related parties and any transactions with those related parties.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
Use of our report
This report is made solely to the limited liability partnership’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 as applied to limited liability partnerships by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008. Our audit work has been undertaken so that we might state to the limited liability partnership’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 limited liability partnership and the limited liability partnership’s members as a body, for our audit work, for this report, or for the opinions we have formed.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
There are no other gains or losses or comprehensive income during 2024 or 2023.
Promethean Investments LLP is a limited liability partnership and is incorporated and domiciled in England and Wales. The registered office address and trading address are detailed on the members information
page at the front of these financial statements.
Principle activities
The principal objective of the LLP is to provide discretionary investment management services. The firm is authorised and regulated by the Financial Conduct Authority.
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006 and the requirements of the Statement of Recommended Practice "Accounting by Limited Liability Partnerships" issued in December 2021.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the LLP's accounting policies (see note 2).
The following principal accounting policies have been applied:
After making enquiries, the members have a reasonable expectation that the LLP has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
Functional and presentation currency
The LLP's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Nonmonetary items measured at historical cost are translated using the exchange rate at the date of the
transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the LLP and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales
taxes. The following criteria must also be met before revenue is recognised:
Rendering of services
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following
conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the LLP will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.
Interest Income
Interest income is recognised in profit or loss using the effective interest method.
Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
Defined contribution pension plan
The LLP operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the LLP pays fixed contributions into a separate entity. Once the contributions have been paid the LLP has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the LLP in independently administered funds.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Investments in unlisted company shares are measured at cost less accumulated impairment.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the LLP's cash management.
The LLP has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the LLP becomes party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in
the assets of the LLP after deducting all of its liabilities.
The LLP’s policies for its major classes of financial assets and financial liabilities are set out below.
Basic financial assets, including trade and other debtors, and cash and bank balances, are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
Basic financial liabilities, including trade and other creditors, 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 for a
similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of
ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
Members’ participation rights are the rights of a member against the LLP that arise under the agreements issued to members by the Class A members (for example, in respect of amounts subscribed or otherwise contributed, remuneration and profits).
Members’ participation rights in the earnings or assets of the LLP are analysed between those that are, from the LLP’s perspective, either a financial liability or equity. A member’s participation rights results in a liability unless the right to any payment is discretionary on the part of the Partnership.
Amounts subscribed or otherwise contributed by members, for example members’ capital, are classified as equity if the LLP has an unconditional right to refuse payment to members. If the Partnership does not have such an unconditional right, such amounts are classified as liabilities.
Where profits are automatically divided as they arise, so the LLP does not have an unconditional right to refuse payment, the amounts arising that are due to members are liabilities. They are therefore treated as an expense in the Income Statement. To the extent that they remain unpaid at the end of the period, they are shown as liabilities in the Statement of Financial Position.
Profits available for discretionary division are divided only after a decision by the Class A members of the LLP to allocate such profits and are shown as a residual amount available for discretionary division amongst members in the Income Statement and are equity appropriations in the Statement of Financial Position.
Where the LLP incurs a loss, no member shall be obliged to make any further capital or loan contributions to the Partnership to cover any loss allocated to the members which may be allocated at the discretion of the Class A members of the LLP.
All amounts due to members that are classified as liabilities are presented in the Statement of Financial Position within ‘Loans and other debts due to members’. Amounts due to members that are classified as equity are shown in the Statement of Financial Position within ‘Members’ other interests’.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
The members considered in detail the requirements of FRS 102 and have concluded that the existing accounting policies, as detailed in Note 1, are still appropriate to the partnership's circumstances.
In the application of the limited liability partnership's accounting policies, the members 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.
Doubtful debt provisions
Provisions for doubtful debts are made periodically based upon the partners assessment of the likelihood of collection of the trade debtors from related party undertakings.
An analysis of the limited liability partnership's turnover is as follows:
The average number of persons (excluding members) employed by the partnership during the year was:
Their aggregate remuneration comprised:
The limited liability partnership operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the limited liability partnership in an independently administered fund.
In the event of a winding up the amounts included in "Loans and other debts due to members" will rank equally with unsecured creditors.
At the reporting end date the limited liability partnership had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
During the year, Promethean Investments LLP made payments of £1,500 (2023: £1,800) to 19 Street (GP) Limited, a company with common officers, on behalf of the company, and received £nil (2023: £nil) from the company. The LLP charged and received £189,856 (2023: £189,855) from the company in regards to management fees. As at the balance sheet date, 19 Street (GP) Limited owed £nil (2023: £33,421) to Promethean Investments LLP due to a write off of irrecoverable inter-company balance to a total of £34,921.
During the year, Promethean Investments LLP made payments of £15,222 (2023: £28,920) to 19 Street (GP) Jersey Limited, a company with common officers, on behalf of the company. As at the balance sheet date, the company owed the LLP £nil (2023: £nil) due to a write off of irrecoverable inter-company balances totaling £15,222.
During the year, Promethean Investments LLP made payments on behalf of Promethean UK Opportunities Fund II LP totaling £nil (2023: £124) and received £nil (2023: £19,655) from the LP, an entity with common officers. As at the balance sheet date, the LP owed the LLP £244 (2023: £244).
During the year, Promethean Investments LLP made payments on behalf of Promethean US Group Adviser LP totaling £nil (2023: £nil), an entity with common officers. Promethean Investments LLP made payments to the LP of £nil (2023: £nil) in respect of consulting services. As at the balance sheet date, the LP owed the LLP £1,453 (2023: £1,453).
During the year, Promethean Investments LLP made payments on behalf of Promethean Investments III (GP) Limited totaling £8,381 (2023: £8,069) and received £1,800 (2023: £nil) from the company, an entity with common officers. As at the balance sheet date, Promethean Investments Ill (GP) Limited owed the LLP £nil (2023: £24,038) due to a write off of irrecoverable inter-company balances totaling £30,620.
During the year, Promethean Investments LLP made payments on behalf of Promethean Fund III LP and it's fellow Fund III vehicles, entities with common officers, totaling £57,262 (2023: £50,570) and received £82,092 (2023: £150,158) from the LP and it's fellow Fund III vehicles. The LLP charged and received £605,155 (2023: £629,316) in regards to management fees. As at the balance sheet date, the LP and its fellow Fund III vehicles owed the LLP £19,799 (2023: £44,630).
During the year, Promethean Investments LLP made payments of £1,800 (2023: £10,493) to Promethean Investments Bird LP, a limited partnership (LP) with common officers, on behalf of the company, and received £2,507 (2023: £28,568) from the LP. The LLP charged and received £165,236 (2023: £145,423) from the LP in regards to management fees. As at the balance sheet date, Promethean Investments Bird LP owed £10,671 (2023: £11,378) to Promethean Investments LLP.
During the year rental income was received from a portfolio company of the fund, this amounted to £nil (2023: £nil). During the year, the LLP received monitoring fees of £743,406 (2023: £550,067) from companies with common officers. As at the balance sheet date the companies owed the LLP £2,471,979 (2023: £1,950,000) of which £2,383,333 (2023: £1,950,000) is provided as a doubtful debt.
During the year, Promethean Investments LLP made payments of £73,385 (2023: £67,255) to Promethean Fund IV LP, a limited partnership (LP) with common officers, on behalf of the company, and received £nil (2023: £nil) from the LP. As at the balance sheet date, Promethean Fund IV LP owed £140,639 (2023: £67,255) to Promethean Investments LLP.
During the year, Promethean Investments LLP made payments of £6,250 (2023: £nil) to Promethean RB LLC, a limited liability corporation (LLC) with common officers, on behalf of the company, and received £nil (2023: £nil) from the LP. As at the balance sheet date, Promethean RB LLC owed £6,250 (2023: £nil) to Promethean Investments LLP.