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Company No: OC355797 (England and Wales)

SEED EQUITY SPV LLP
(Formerly FIG Equity LLP)

Unaudited Financial Statements
For the financial year ended 31 December 2023
Pages for filing with the registrar

SEED EQUITY SPV LLP

Unaudited Financial Statements

For the financial year ended 31 December 2023

Contents

SEED EQUITY SPV LLP

BALANCE SHEET

As at 31 December 2023
SEED EQUITY SPV LLP

BALANCE SHEET (continued)

As at 31 December 2023
Note 2023 2022
£ £
Restated - note 2
Fixed assets
Investments 4 6,785,848 4,023,536
6,785,848 4,023,536
Current assets
Debtors 5 1,400,288 2,241
Cash at bank and in hand 15 7,294
1,400,303 9,535
Creditors: amounts falling due within one year 6 ( 5,162,489) ( 374,284)
Net current liabilities (3,762,186) (364,749)
Total assets less current liabilities 3,023,662 3,658,787
Creditors: amounts falling due after more than one year 7 ( 50,825) ( 49,830)
Net assets attributable to members 2,972,837 3,608,957
Represented by
Members' other interests
Revaluation reserve 6,373,121 3,535,309
Other reserves (3,400,284) 73,648
2,972,837 3,608,957
2,972,837 3,608,957
Total members' interests
Members' other interests 2,972,837 3,608,957
2,972,837 3,608,957

For the financial year ending 31 December 2023 the LLP was entitled to exemption from audit under section 477 of the Companies Act 2006, as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.

Members' responsibilities:

These financial statements have been prepared in accordance with the provisions of FRS 102 Section 1A – small entities. The financial statements of Seed Equity SPV LLP (registered number: OC355797) were approved and authorised for issue by the Board of Directors on 19 March 2025. They were signed on its behalf by:

M A Hanington
Designated member
SEED EQUITY SPV LLP

RECONCILIATION OF MEMBERS' INTERESTS

For the financial year ended 31 December 2023
SEED EQUITY SPV LLP

RECONCILIATION OF MEMBERS' INTERESTS (continued)

For the financial year ended 31 December 2023
EQUITY
Members' other interests
DEBT
Loans and other debts due to members less any amounts due from members in debtors
Total members' interests
Revaluation reserves Other reserves Total Other amounts Total
£ £ £ £ £
Amounts due from members (179,796)
Balance at 01 January 2022 2,887,565 (106,420) 2,781,145 (179,796) 2,601,349
Profit for the financial year available for discretionary division among members 0 204,620 204,620 0 204,620
Members' interest after profit for the financial year 2,887,565 98,200 2,985,765 (179,796) 2,805,969
Revaluations - as restated 784,430 0 784,430 0 784,430
Amounts written off 0 0 0 18,558 18,558
Transfer from debt to equity 0 (161,238) (161,238) 161,238 0
Balance at 31 December 2022 (restated - note 2) 3,535,309 73,648 3,608,957 0 3,608,957
Loss for the financial year available for discretionary division among members 0 (3,473,932) (3,473,932) 0 (3,473,932)
Members' interest after loss for the financial year 3,535,309 (3,400,284) 135,025 0 135,025
Revaluations 2,837,812 0 2,837,812 0 2,837,812
Balance at 31 December 2023 6,373,121 (3,400,284) 2,972,837 0 2,972,837

There are no existing restrictions or limitations which impact the ability of the members of the LLP to reduce the amount of Members' other interests.

SEED EQUITY SPV LLP

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2023
SEED EQUITY SPV LLP

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2023
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Seed Equity SPV LLP is a limited liability partnership, incorporated in the United Kingdom under the Limited Liability Partnerships Act 2000 and is registered in England and Wales. The address of the LLP's registered office is 35 Ballards Lane, London, N3 1XW, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Limited Liability Partnerships Act 2000 as applicable to companies subject to the small companies regime and the requirements of the Statement of Recommended Practice Accounting by Limited Liability Partnerships issued in December 2021 (SORP 2022).

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The financial statements have been prepared on the going concern basis which assumes that the LLP will continue to trade for the foreseeable future, being a period of at least 12 months from the date of approval of these financial statements, and will be able to meet its debts as they fall due.

The LLP has net current liabilities of £3,762,186. Included within creditors due within one year are short-term loans to unrelated third parties of £3,363,863 and accrued interest of £1,776,718. The LLP is dependent on the continued support of these individuals to allow it to meet its financial obligations as they fall due and also to them not seeking repayment of this balance from the LLP. The LLP also has an unsecured bank loan amounting to £50,885, the majority of which is included in creditors due in more than one year, which represents a loan under the Bounce Back Loan Scheme. The designated members confirm that other related entities are well-capitalised and are prepared to support the LLP as required to enable the LLP to settle its liabilities as they fall due.

There are material uncertainties in respect of the realisation of some of the investments which have been valued at 80% of the latest valuation carried out by the LLP. The accounts have been prepared on the basis that these investments will realise at least this value but given the nature of these investments, there are material uncertainties that surround this.

The designated members are therefore confident that support will continue for at least the next 12 months from the date of approval of these financial statements and that any future financing issues will be covered by the disposal of some of its underlying investments from the LLP investment portfolio or further funding from related entities. The designated members are of the opinion that the LLP has adequate resources to continue in operational existence for the foreseeable future and the that it is appropriate to continue to use the going concern basis for the preparation of these financial statements

Change in accounting estimate

During the year, the designated members have changed the valuation methodology in relation to certain investments within the portfolio. Previously, all investments were recognised at 30% of the estimated valuation to account for the secondary market and minority holdings. In the year ended 31 December 2023, certain investments within the portfolio have been valued at 80% of the estimated valuation. The effect of this has been that the gain arising on fair value movement of fixed asset investments as reported in the Statement of Comprehensive Income has increased by £2,767,837 which has in turn reduced the total comprehensive loss for the year by the same amount. In addition, the fixed asset investments have also increased by the same amount which in turn has increased net assets as reported.

Foreign currency

The LLP's functional and presentational currency is GBP.

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. Non- monetary 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.

Borrowing costs

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

Fixed asset investments

Investments held as fixed assets are shown at fair value less provision for impairment.

The fair value has been calculated using the latest offer price paid for shares with an appropriate discount to reflect the secondary market value. In addition, if the latest round of investments included any Enterprise Investment Scheme element, further discounts are applied. During the year ended 31 December 2023, the designated members have changed the valuation methodology for certain investments from 30% to 80% as explained in the change in accounting estimate above.

If, in the opinion of the Managing Partners, the shares are unlikely to produce any return, the investment is written-down to zero.

Cash and cash equivalents

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.

Financial instruments

The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors and amounts owed to or from related entities.

Financial assets
Basic financial assets, including other debtors, 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.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Comprehensive Income.

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) 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
Basic financial liabilities, including trade and other creditors, loans, accruals and amounts owed to related entities 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 receipts discounted at a market rate of interest.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

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.

Division and distribution of profits

A division of profits is the mechanism by which the profits of an LLP become a debt due to members. A division may be automatic or discretionary, may relate to some or all of the profits for a financial period and may take place during or after the end of a financial period.

An automatic division of profits is one where the LLP does not have an unconditional right to avoid making a division of an amount of profits based on the members' agreement in force at the time, whereas a discretionary division of profits requires a decision to be made by the LLP, which it has the unconditional right to avoid making.

The LLP divides profits automatically. Automatic divisions of profits are recognised as 'Members' remuneration charged as an expense' in the Statement of Comprehensive Income.

In the event of the LLP making losses, the loss is recognised as a credit amount of 'Members' remuneration charged as an expense' where it is automatically divided or as a debit within equity under 'Other reserves' if not divided automatically.

2. Prior year adjustment

In the previous period, fixed asset investments and revaluations were understated due to the erroneous inclusion of the revaluation figure from an earlier period. The effect of this prior year adjustment has been to increase the comprehensive income for the year by £141,103 from £643,327 to £784,430 and to increase the fixed asset investments valuation from £3,882,433 to £4,023,536.

As previously reported Adjustment As restated
Year ended 31 December 2022 £ £ £
Other comprehensive income 643,327 141,103 784,430
Fixed asset investments 3,882,433 141,103 4,023,536
Revaluation reserves at the end of financial year 3,394,206 141,103 3,535,309
Members' other interests 3,467,854 141,103 3,608,957

3. Employees

2023 2022
Number Number
Monthly average number of persons employed by the LLP during the year 0 0

4. Fixed asset investments

Listed investments Total
£ £
Cost or valuation before impairment
At 01 January 2023 4,323,447 4,323,447
Disposals ( 2,750) ( 2,750)
Revaluations 2,837,812 2,837,812
At 31 December 2023 7,158,509 7,158,509
Provisions for impairment
At 01 January 2023 299,911 299,911
Impairment 73,750 73,750
Reversal of impairment ( 1,000) ( 1,000)
At 31 December 2023 372,661 372,661
Carrying value at 31 December 2023 6,785,848 6,785,848
Carrying value at 31 December 2022 4,023,536 4,023,536

5. Debtors

2023 2022
£ £
Accrued income 364,341 0
Other debtors 1,035,947 2,241
1,400,288 2,241

6. Creditors: amounts falling due within one year

2023 2022
£ £
Bank loans and overdrafts 60 134
Trade creditors 440 1,560
Other loans 3,363,863 270,000
Accruals 1,793,728 21,427
Witholding tax 800 0
Other creditors 3,598 81,163
5,162,489 374,284

7. Creditors: amounts falling due after more than one year

2023 2022
£ £
Bank loans 50,825 49,830

8. Contingencies

Contingent liabilities

2023 2022
£ £
Total contingent liabilities 0 1,279,562

On 25 October 2023, Find Invest Grow Ltd was put into liquidation by virtue of the issue of a winding-up order. As a result of this, the contingent liabilities that existed on the date of the liquidation will not be payable.

9. Related party transactions

Included within other debtors due within one year are amounts totalling £127,947 (2022: £2,241) owed by companies controlled by the designated members. These balances are unsecured and interest free, with no fixed repayment terms.

Included within other creditors due within one year are amounts totalling £3,598 (2022: £81,163) owed to companies controlled by the designated members. These balances are unsecured and interest free, with no fixed repayment terms.

During the year, the LLP made loans to companies controlled by the designated members amounting to £592,710 (2022: £1,185,174) and received amounts from companies controlled by the designated members of £441,965 (2022: £456,474).

Included within other loans in creditors due within one year are loans to close connected parties of the designated members totalling £199,625 (2022: £Nil) and loans to entities controlled by the designated members totalling £443,625 (2022: £Nil). These loans are unsecured, have fixed repayment terms and interest rates ranging between 20% and 30% per annum.

On 1 January 2023, loans owed to, and owed by, third parties with Find Invest Grow Limited, as well as the accrued interest outstanding, were repapered to Seed Equity SPV LLP. Loans owed by third parties amounted to £905,000 and accrued interest receivable to 31 December 2022 amounted to £273,841. These loans are unsecured, have fixed repayment terms and carry interest at the rate of 10% per annum. Loans owed to third parties amounted to £2,831,054 and accrued interest payable of £1,075,341. These loans are unsecured, have fixed repayment terms and carry interest at varying rates ranging from 10% to 36% per annum.

This entity was put into liquidation by virtue of the issue of a winding-up order on 25 October 2023. Consequently, the balance repayable by this company to the LLP of £2,675,029 has been written-off as a bad debt in the year ended 31 December 2023.

10. Loans

Analysis of the maturity of bank loans is given below:

2023 2022
£ £
Amounts falling due within one year 60 120
Amounts falling due 1-2 years 60 120
Amounts falling due 2-5 years 50,765 49,671
50,885 49,911