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REGISTERED NUMBER: OC442463 (England and Wales)












Unaudited Financial Statements

for the Year Ended 31 March 2024

for

MATCAP VENTURES LLP

MATCAP VENTURES LLP (REGISTERED NUMBER: OC442463)






Contents of the Financial Statements
for the Year Ended 31 March 2024




Page

General Information 1

Balance Sheet 2

Notes to the Financial Statements 4


MATCAP VENTURES LLP

General Information
for the Year Ended 31 March 2024







Designated members: G B Fry
P K Sheehy





Registered office: The Scalpel, 18th Floor
52 Lime Street
London
EC3M 7AF





Registered number: OC442463 (England and Wales)






MATCAP VENTURES LLP (REGISTERED NUMBER: OC442463)

Balance Sheet
31 March 2024

31/3/24 31/3/23
(As
restated)
Notes £    £    £    £   
Fixed assets
Investments 5 20,041,414 20,041,414

Current assets
Debtors 6 66,598 13,307
Cash at bank 264,021 -
330,619 13,307
Creditors
Amounts falling due within one year 7 5,246,567 5,332,951
Net current liabilities (4,915,948 ) (5,319,644 )
Total assets less current liabilities 15,125,466 14,721,770

Creditors
Amounts falling due after more than one
year

8

527,774

-
Net assets attributable to members 14,597,692 14,721,770

Loans and other debts due to members 9 14,498,380 14,622,458

Members' other interests
Other reserves 3 99,312 99,312
14,597,692 14,721,770

Total members' interests
Loans and other debts due to members 9 14,498,380 14,622,458
Members' other interests 99,312 99,312
Amounts due from members 6 (12,406 ) -
14,585,286 14,721,770

The LLP is entitled to exemption from audit under Section 477 of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 for the year ended 31 March 2024.

The members acknowledge their responsibilities for:
(a)ensuring that the LLP keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the LLP as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 relating to financial statements, so far as applicable to the LLP.

MATCAP VENTURES LLP (REGISTERED NUMBER: OC442463)

Balance Sheet - continued
31 March 2024


The financial statements have been prepared and delivered in accordance with the provisions applicable to LLPs subject to the small LLPs regime.

In accordance with Section 444 of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008, the Income Statement has not been delivered.

The financial statements were approved by the members of the LLP and authorised for issue on 21 March 2025 and were signed by:





G B Fry - Designated member

MATCAP VENTURES LLP (REGISTERED NUMBER: OC442463)

Notes to the Financial Statements
for the Year Ended 31 March 2024

1. Statutory information

Matcap Ventures LLP is registered in England and Wales. The LLP's registered number and registered office address can be found on the General Information page.

2. Prior period adjustment

The accounts have been restated to incorporate the impact of a number of oversights and accounting errors resulting in profits available for distribution at 31 March 2024 increasing by £14,978,601.

On 21 June 2022 and at subsequent times throughout the financial year to 31 March 2023, shares and financial instruments held as investment assets and liabilities were transferred from another UK LLP under common control. A number of the errors related to these assets and liabilities
.
The transactions requiring adjustment are listed below.

1. Omission of a $6,000,000 Convertible Loan Note investment included in the transfer of assets and liabilities referred to above and its subsequent conversion into shares in an associate undertaking.
2. Omission of a £150,000 Convertible Loan Note liability included in the transfer of assets and liabilities referred to above for nil consideration.
3. Carrying value upon transfer not used to recognise an investment in ordinary and redeemable preference shares in an associate company and omission of the outstanding liability in respect of the redeemable preference shares, all of which were included in the transfer of assets and liabilities referred to above.
4. Omission of investments in subsidiaries for nil consideration, as part of the transfer of assets and liabilities above and the subsequent exercise of a call option agreement resulting in the issue of shares in an associate in return for the transfer of one of the investments transferred

Summary of the prior year accounting impact of the above transactions

£   
$6,000,000 CLN
Increase in creditors - amounts owed by group undertakings (5,149,594 )
Increase in fixed asset investments 5,128,196

$150,000 CLN
Decrease in members' interests - Distribution 236,096
Increase in members' interests - Capital Contribution (99,308 )
Decrease in fixed asset investments (136,788 )

Investment in associates
Increase in fixed asset investments 50,002
Increase in creditors - amounts owed by group undertakings (50,000 )
Increase in members' interests - Capital Contribution (2 )

Investment in subsidiaries
Increase in fixed asset investments 2
Increase in members' interests - Capital Contributions (2 )

Exercise of call option
Increase in fixed asset investments 14,999,999

Total 14,978,601

3. Accounting policies

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 " The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the requirements of the Statement of Recommended Practice, Accounting by Limited Liability Partnerships. The financial statements have been prepared under the historical cost convention.

Investments in subsidiaries
Investments in subsidiary undertakings and investments in associated undertakings are recognised at cost less impairment.

MATCAP VENTURES LLP (REGISTERED NUMBER: OC442463)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

3. Accounting policies - continued

Transfers of assets & liabilities from related parties under common control
Transfers of assets and liabilities from related parties under common control are recognised at cost less impairment where the cost is the book value in the transferor. The intention of such transfers at the point of transfer is to transfer at nil gain or loss

Financial instruments
Financial instruments are recognised when the LLP becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire.

Financial instruments are measured at fair value at initial recognition which is normally the transaction price. At the end of each financial period, the financial instruments are measured at fair value with all changes in fair value recognised in profit or loss.

4. Employee information

The average number of employees during the year was NIL (2023 - NIL).

5. Fixed asset investments
Shares in
group
undertakings
£   
Cost
At 1 April 2023
and 31 March 2024 20,041,414
Net book value
At 31 March 2024 20,041,414
At 31 March 2023 20,041,414

Details of the prior year restatement of Fixed asset investments is included in Note 2.

6. Debtors: amounts falling due within one year
31/3/24 31/3/23
(As
restated)
£    £   
Amounts owed by group undertakings 42,942 13,307
Other debtors 23,656 -
66,598 13,307

Other Debtors as at 31 March 2023 have decreased by £120,047 as a result of the change in members current account balances incorporating the prior year adjustments included in Note 2.

7. Creditors: amounts falling due within one year
31/3/24 31/3/23
(As
restated)
£    £   
Trade creditors 22,438 53,688
Amounts owed to group undertakings 5,203,236 5,199,657
Other creditors 20,893 79,606
5,246,567 5,332,951

Details of the prior year restatement of creditors 1 year is included in Note 2.

MATCAP VENTURES LLP (REGISTERED NUMBER: OC442463)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

8. Creditors: amounts falling due after more than one year
31/3/24 31/3/23
(As
restated)
£    £   
Other creditors 527,774 -

9. Loans and other debts due to members

Loans and other debts due to members' (other than members' capital classified as debt) would rank secondary to other creditors.

10. Other reserves

31/3/24 31/3/23 (As restated )
£    £   
Distributable reserves (236,096 ) (236,096 )
Distribution 236,096 236,096
Capital contribution 99,312 99,312


Details of the prior year restatement of the Other reserves is included in Note 2.