The Directors present their Strategic Report and financial statements for the year ending 31 January 2025.
The purpose of the Strategic Report is to provide a business review of the Company by:
Analysing performance using appropriate key performance indicators ("KPIS") ;
Outlining the principal risks affecting the Company;
Describing how the Company manages these risks;
Explaining the future business plans of the company;
Providing information about persons with whom the Company has contractual or other arrangements which are essential to the business of the Company; and
Outlining the main trends and factors likely to affect the future performance and position of the Company's business.
Corporate Information
The Company is domiciled in the United Kingdom with company registration number 03703848.
The Company’s net assets as at 31 January 2025 amounted to £182m compared with £152m as at 31 January 2024, an increase of 19.7 per cent (2024: increase of 38.9 per cent). The increase is due primarily to the increase in value of the Company’s flagship fund Manchester & London Investment Trust plc following a period of increasing valuation for global Artificial Intelligence companies.
The Company's operating expenses for the year ended 2025 amounted to £0.2m (2024: £0.3m). The static operating costs demonstrates strong cost management for the year.
The Company's net profit after taxation for the year was £32.4m (2024: £45.8m).
Investment record for the last ten years
Year Ended | Total Return | Total Assets Less Liabilities | Net Asset Value Per Share |
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31 January 2025 31 January 2024 | 34,132 45,780 | 183,786 152,267 | 2,647 2,181 |
31 January 2023 | (27,112) | 109,351 | 1,535 |
31 January 2022 | (7,696) | 138,888 | 1,904 |
31 January 2021 | 17,022 | 147,588 | 2,004 |
31 January 2020 | 8,143 | 122,032 | 1,765 |
31 January 2019 | 5,692 | 110,472 | 1,647 |
31 January 2018 | 14,926 | 91,913 | 1,555 |
31 January 2017 (six month period) | 3,908 | 71,185 | 1,290 |
31 July 2016 | 10,193 | 66,678 | 1,224 |
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Going concern The Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements.
Principal risks and uncertainties associated with the Company
The Company holds investments primarily in equity focused investment funds, property investments and private equity investments. The Company may also invest in derivatives, money market instruments and currency instruments including equity swaps, futures, forwards and options.
Potential risks associated with investments held may include: .
Exposure to the volatility of financial markets;
The market value of, and income derived from, such investments can fluctuate;
There may not be a liquid market for their shares as even a share traded on a market does not guarantee its liquidity, so such shares may be difficult to realise at quoted market prices;
Future cash flows of an investment will fluctuate because of changes in foreign exchange rates; and
Any change in the tax treatment of capital gains or dividends paid, or income received by the Company, may reduce the returns received by shareholders.
The Company is exposed to a range of economic and market risks, liquidity, interest rate, exchange rate and general financial risks.
Whilst the use of borrowing by the Company should generally enhance the net asset value of the ordinary shares when the value of the Company's underlying assets is rising, it will have the opposite effect when the underlying asset values are falling.
Risk management
The Company manages the risks inherent in its investments by investing in a range of underlying and varying extents of leverage in relation to the Directors' assessment of overall market conditions.
Social, ethical and environmental policy
As an Investment Holding Company there are no direct social, environmental or community responsibilities. Its ethical policy is focused on ensuring that the Company's resources are properly managed and invested within the guidelines approved by the Board.
The Directors ensure that investments are made in companies that it considers to be well managed and subject to appropriate corporate governance. A well-managed company is considered to be one that complies with all the relevant legislation and that meets the environmental, social, community and ethical requirements of the country in which it operates.
The management of the listed investment portfolio is undertaken by M & L Capital Management Limited which has a defined social, ethical and environmental policy detailed on its web site, www.mlcapman.com. The ethos of this specific policy is followed by the Company as well when considering investments.
Future development
The Board is constantly reviewing the investment portfolio of the Company, to maximise returns.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 January 2025.
Investment objective
The investment objective of the company is to achieve capital appreciation and a reasonable level of income.
Investment policy
Asset allocation and risk diversification
The Company’s investment objective is sought to be achieved through a policy of actively investing in equity focused investment funds, UK and overseas equities, fixed interest securities, property related investments and private equity investments. The Company seeks to predominantly invest in companies whose shares are admitted to trading on a regulated market or are Undertakings for the Collective Investment of Transferable Securities (“UCITs”) funds. However, it may invest in equities and fixed interest securities of companies whose capital is not admitted to trading on a regulated market. The Company may also own several private company investments and direct and indirect property investments.
The Company intends to maintain a focused portfolio.
The Company may invest in derivatives, money market instruments and currency instruments including equity swaps, futures, forwards and options.
Management of financial risk
The main risk arising from the Company's investments is financial market volatility risk. There is also exposure to interest rate risk and currency risk. The management of these risks by the Directors is explained in note 16 to the financial statements.
Financial risk management objectives and policies
The Company holds or issues financial instruments and investments in order to achieve its main objectives, being:
To achieve capital appreciation;
to finance its operations;
to manage its exposure to interest and currency risks arising from its operations and from its sources of finance; and
for investment purposes.
In addition, the Company has various other financial assets and liabilities such as trade debtors and trade creditors arising directly from the Company's operations.
Transactions in financial instruments result in the Company assuming or transferring to another party one or more of the financial risks described below.
Credit risk
Investments of cash surpluses and borrowings are made through banks and companies which must fulfil credit rating criteria approved by the board. Trade and other receivables are reviewed on a regular basis and provision is made for doubtful debts whenever considered necessary.
Liquidity Risk
The Company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the Company has sufficient liquid resources to meet the operating needs of the business.
Interest Rate Risk
The Company is exposed to fair value interest rate risk on any borrowings and cash flow interest rate risk on any bank overdrafts and loans. The Company manages its cash flow so as to minimise its exposure to changes in interest rates.
Subsequent events
There have been no events since the period end that are material enough to require disclosure
Gearing
The Company may borrow to leverage returns when it considers it to be in shareholders’ interests to do so.
The results for the year are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Share Issue and buy back
During the year 898 (2024:1,570) “A” ordinary shares were bought back at an average price of £2,895.35 per share (2024: £1,815.66 per share) and cancelled.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
We have audited the financial statements of M&M Investment Company Limited (the 'company') for the year ended 31 January 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the 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 UK adopted international accounting standards.
Basis for 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 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:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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.
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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.
M&M Investment Company Limited is a private company limited by shares incorporated in England and Wales. The registered office is 12a Princes Gate Mews, London SW7 2PS . The company's principal activities and nature of its operations are disclosed in the directors' report.
New standards and interpretations not applied
The IASB and IFRIC have issued the following standards and interpretations with an effective date of adoption for annual periods beginning on or after the effective date shown:
Accounting Standards | Effective date |
IAS 21 | The effect of changes in foreign exchange rates | 1 January 2025 |
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The Directors have chosen not to early adopt the above standards and interpretations and do not anticipate that they would have a material impact on the Company’s financial statements in the period of initial application. The Company will apply all new accounting standards in the first accounting period to which they apply.
Investment properties are held for long term yields, or capital appreciation, or for both.
Investment properties are measured initially at cost. After initial recognition, investment properties are measured and carried at fair value.
The fair value of the investment properties reflects market conditions at the balance sheet date. Changes in fair values are recorded in the statement of comprehensive income as investment properties fair value adjustments.
On disposal of an investment property, or when it is permanently withdrawn from use and future economic benefits no longer are expected from the property concerned, it shall be derecognised. The difference between the net disposal proceeds and the carrying value is recognised in the statement of comprehensive income in the period of the retirement or disposal.
Investments are held at fair value and changes in fair value are passed through profit or loss; fair value being the consideration provided and excluding transaction or other dealing costs associated with the investment.
Gains or losses on investments designated as at fair value through profit or loss are recognised as a capital item in the Income Statement.
Valuation methodologies are as follows:
Listed investments - at market share price;
Funds - investments in Funds where the underlying investments are liquid, and the Company has the necessary votes to pass an ordinary resolution – at the aggregate of the market values of the underlying readily realisable and distributable investments within the vehicle less liabilities;
Private Equity and Unlisted investments – at Directors’ valuation using comparable multiple valuation techniques or net assets value, where there are no readily quoted prices available.
All purchases and sales of investments are recognised on the trade date i.e. the date that the Company commits to purchase or sell an asset.
No equity dividend is accrued unless the shareholders' right to receive payment is established in the period.
The tax expense represents the sum of the tax currently payable and deferred tax.
Finance costs are accrued at the effective interest rate.
Finance costs of debt, insofar as they relate to the financing of the Company's investments or to financing activities aimed at maintaining or enhancing the value of the Company's investments, are allocated through profit or loss.
The average monthly number of persons (including directors) employed by the company during the year was:
Their aggregate remuneration comprised:
The charge for the year can be reconciled to the profit per the income statement as follows:
Freehold property is not depreciated and is held at current valuation. The property was subjected to a valuation review by the Directors at the period end, utilising valuation tools available from Zoopla. co.uk and information from the Land Registry. The property is currently valued at £3,954,741, with a historic cost (including stamp duty paid, legal costs and subsequent development expenditure) of £3,957,579.
Bank borrowings are secured on the Company's freehold property.
During the prior year, the Company acquired an investment property for total consideration of £820,000 which was then subject to an immediate impairment which reduced the carrying value to £642,000. During the current year, the directors have revisited the valuation with reference to similar properties in the area and concluded that a valuation of £820,000 is more appropriate, on an open market basis for existing use. Accordingly a revaluation gain of £178,000 has been recognised in the year.
In February 2022, a bank loan was issued for £2,250,000, secured upon the Company's freehold property, incurring interest of 3.28% fixed for 7 years.
In November 2024, another bank loan was issued for £500,000 secured upon the Company's freehold property, incurring interest of 1.75% over base rate for 5 years.
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.
During the year, the Company repurchased and cancelled 898 (2024: 1,570) of its “A” Ordinary shares for a value of £2,613,000 (2024: £2,865,000).
All the assets of the Company, other than £136 in cash (the "B" assets), are deemed to be attributable to the "A" and “C” ordinary shares. At the end of each financial period the profit or loss attributable to the "A" and “C” assets is debited or credited to the "A" and “C” reserves and likewise the profit or loss attributable to the "B" assets is debited or credited to the "B" reserves.
Holders of "A" shares shall have the sole right to vote on matters concerning the "A" assets and holders of "B" shares the sole right to vote on matters concerning the "B" assets. “C” ordinary shares shall rank the same in all respects with the other ordinary shares in the capital of the Company (other than “B” ordinary shares) except in respect to voting rights. As regards to voting, on a resolution proposed at a general meeting on a poll, every member (whether present in person, by proxy or authorised representative) shall have 200,000 votes in respect of each “C” ordinary share held.
Transactions with companies in which the company or its directors owns the entire issued shares, a controlling interest or is able to exert significant influence, other than as disclosed elsewhere in these financial statements, were as follows:
M & L Capital Management Limited.
Expenses paid by the Company in the period on behalf of M & L Capital Management Limited totalled £115,000 (2024: £68,000);
Loans repaid during the period by M&L Capital Management Ltd totalled £125,000 (2024: £nil);
Customer receipts from M&L Capital Management Ltd totalled £102,000 (2024: £389,000);
During the period the Company charged rent and services for the use of 12a Princes Gate Mews to M & L Capital Management Limited of £129,000 (2024: £86,000); and
The amount due from M&L Capital Management Limited at the period end included in trade and other receivables is £17,000 (2024: £nil).
The Barns At Piggotts Hall Ltd
Expenses paid by the Company on behalf of The Barns At Piggotts Hall Ltd totalled £15,000 (2024: £102,000) and customer receipts of £nil (2023: £707,000) were collected on behalf of The Barns At Piggotts Hall Ltd.
Loans advanced by the Company to The Barns At Piggotts Hall Ltd totalled £nil (2024: £nil).
During the prior year, the Company acquired a property from The Barns At Piggotts Hall Ltd for total consideration of £819,000.
The amount due to The Barns At Piggotts Hall Ltd as at the period end, included in trade and other payables is £nil (2024: £15,000).
B S Sheppard 2003 Discretionary Trust of which M. Sheppard is a trustee.
Expenses paid in the period on behalf of the Trust by the Company totalled £nil (2024: £3,000);
Receipts on behalf of the B S Sheppard 2003 Discretionary Trust during the period were £nil (2024: £nil); and
Cash received from the Trust amounted to £nil (2024: £nil).
The amount due to the B S Sheppard 2003 Discretionary Trust as at the period end, included in trade and other payables is £29,000 (2024: £29,000).
B S Sheppard 1991 Discretionary Trust of which M. Sheppard is a trustee.
Expenses paid in the period on behalf of the Trust by the Company totalled £nil (2024: £nil);
Receipts on behalf of the Trust amounted to £nil (2024: £1,000).
The amount due to the B S Sheppard 1991 Discretionary Trust as at the period end, included in trade and other payables is £61,000 (2024: £61,000).
The Goodwin 1999 Discretionary Trust of which M. Sheppard is a trustee.
Expenses paid in the period on behalf of the Trust by the Company totalled £nil (2024: £nil); and
Cash received from the Trust amounted to £nil (2024: £nil).
The amount due to the Goodwin 1999 Discretionary Trust as at the period end included in trade and other payables is £21,000 (2024: £21,000).
Mark Sheppard Bare Trust 2017 of which M. Sheppard is a trustee.
Expenses paid in the period on behalf of the Trust by the Company totalled £236,000 (2024: £805,000);
Receipts on behalf of the Trust amounted to £nil (2024: £52,000);
Loans advanced by the Company to Mark Sheppard Bare Trust 2017 totalled £125,000 (2024: £nil).
During the year, the Company repurchased and cancelled 173 of its "A" ordinary shares (2024: 310 "A" ordinary shares) from the Trust at an aggregate value of £500,000 (2024: £600,000).
The amount due to the Mark Sheppard Bare Trust 2017 as at the period end included in trade and other payables is £295,000 (2024: £155,000).
M. Sheppard and close family members.
Net Advances to M. Sheppard and close family members from the Company during the period totalled £2,131,000 (2024: £1,824,000). The maximum due to M. Sheppard during the period was £412,000 (2024: £653,000).
During the year the Company repurchased and cancelled 725 of its “A” ordinary shares (2024: 1,260 "A" ordinary shares) from M. Sheppard and close family members at an aggregate value of £2,113,000 (2024: £2,264,000).
The amount due to M. Sheppard and close family members as at the period end included in trade and other payables is £183,000 ( 2024: £216,000)
B S Sheppard & Granddaughters Nutrition Ltd.
Expenses paid by the Company on behalf of B S Sheppard & Granddaughters Nutrition Ltd totalled £2,000 (2024: £138,000) and customer receipts collected on the company’s behalf totalled £2,000 (2024: £4,000); and
Loans repaid by B S Sheppard & Granddaughters Nutrition Ltd totalled £nil (2024: £nil);
Cash advances made to B S Sheppard & Granddaughters Nutrition Ltd totalled £20,000 (2024: £nil);
Management costs recharged to b S Sheppard & Granddaughters Nutrition Ltd summed to £nil (2024: £1,000)
The amount due from B S Sheppard & Granddaughters Nutrition Ltd as at the period end included in trade and other receivables is £1,625,000 (2024: £1,606,000).
Piggotts Hall Property Management Ltd.
Expenses paid by the Company on behalf of Piggotts Hall Property Management Ltd were £1,000 (2024: £2,000) and receipts collected on the company’s behalf amounted to £nil (2024: £nil);
The amount due to Piggotts Hall Property Management Company Ltd as at the period end included in trade and other payables is £11,000 (2024: £12,000).
M&M Investment Company Ltd is under the control of M. Sheppard by virtue of his own direct and beneficial shareholdings in the Company.