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Registered number: 12361375









POLEN CAPITAL UK PARTNER LIMITED









DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
COMPANY INFORMATION


Directors
P T Williams (resigned 8 September 2025)
S S B Sangster (appointed 8 September 2025)
D M C Bird (appointed 8 September 2025)




Registered number
12361375



Registered office
First Floor Offices
15-18 Austin Friars

London

EC2N 2HE




Independent auditor
Hillier Hopkins LLP
Chartered Accountants & Statutory Auditor

45 Pall Mall

London

SW1Y 5JG





 
POLEN CAPITAL UK PARTNER LIMITED
 

CONTENTS



Page
Directors' Report
 
1 - 2
Independent Auditor's Report
 
3 - 7
Statement of Comprehensive Income
 
8
Balance Sheet
 
9
Statement of Changes in Equity
 
10
Statement of Cash Flows
 
11
Notes to the Financial Statements
 
12 - 16


 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments 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 Company will continue in business.

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

Director

The director who served during the year was:

P T Williams (resigned 8 September 2025)

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as he is aware, there is no relevant audit information of which the Company's auditor is unaware, and

he has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Auditor

The auditor, Hillier Hopkins LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Page 1

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
S S B Sangster
Director

Date: 26 September 2025

Page 2

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POLEN CAPITAL UK PARTNER LIMITED
 

Opinion


We have audited the financial statements of Polen Capital UK Partner Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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:


give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


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 Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 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.


Page 3

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POLEN CAPITAL UK PARTNER LIMITED (CONTINUED)


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 ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors' Report has been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.


Page 4

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POLEN CAPITAL UK PARTNER LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 1, 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 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 Company or to cease operations, or have no realistic alternative but to do so.


Page 5

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POLEN CAPITAL UK PARTNER LIMITED (CONTINUED)


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.


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:

the nature of the industry and sector, control environment and business performance including the remuneration incentives and pressures of key management;

the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management. We consider the results of our enquiries of management about their own identification and assessment of the risks of irregularities;

any matters we identified having obtained and reviewed the Company’s documentation of their policies and procedures relating to:
°identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
°detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
°the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

the matters discussed among the audit engagement team, regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
We also obtained an understanding of the legal and regulatory frameworks that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. We focused on laws and regulations that could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and relevant tax legislation.


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.


Page 6

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POLEN CAPITAL UK PARTNER LIMITED (CONTINUED)


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 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 2006Our 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.





Michael Jacoby FCA (Senior Statutory Auditor)
  
for and on behalf of
Hillier Hopkins LLP
 
Chartered Accountants
Statutory Auditor
  
45 Pall Mall
London
SW1Y 5JG

29 September 2025
Page 7

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

(Loss)/Income from shares in group undertakings
  
(2,484)
5,466

(Loss)/profit before tax
  
(2,484)
5,466

Tax on (loss)/profit
 5 
(1,927)
(2,515)

(Loss)/profit for the financial year
  
(4,411)
2,951

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 12 to 16 form part of these financial statements.

Page 8

 
POLEN CAPITAL UK PARTNER LIMITED
REGISTERED NUMBER: 12361375

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 6 
1
1

  
1
1

Current assets
  

Debtors: amounts falling due within one year
 7 
1
4,950

  
1
4,950

Creditors: amounts falling due within one year
 8 
(1,977)
(2,515)

Net current (liabilities)/assets
  
 
 
(1,976)
 
 
2,435

Total assets less current liabilities
  
(1,975)
2,436

  

Net (liabilities)/assets
  
(1,975)
2,436


Capital and reserves
  

Called up share capital 
 9 
1
1

Profit and loss account
 10 
(1,976)
2,435

  
(1,975)
2,436


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 September 2025.




................................................
S S B Sangster
Director

The notes on pages 12 to 16 form part of these financial statements.

Page 9

 
POLEN CAPITAL UK PARTNER LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2023
1
(516)
(515)



Profit for the year
-
2,951
2,951



At 1 January 2024
1
2,435
2,436



Loss for the year
-
(4,411)
(4,411)


At 31 December 2024
1
(1,976)
(1,975)


The notes on pages 12 to 16 form part of these financial statements.

Page 10

 
POLEN CAPITAL UK PARTNER LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(4,411)
2,951

Adjustments for:

Interest received
2,484
(5,467)

Taxation charge
1,927
2,515

Decrease/(increase) in amounts owed by groups
4,949
(4,949)

Increase/(decrease)) in amounts owed to groups
235
(516)

Corporation tax (paid)/received
(2,700)
-

Net cash generated from operating activities

2,484
(5,466)


Cash flows from investing activities

(Loss)/Income from investments in related companies
(2,484)
5,466

Net cash from investing activities

(2,484)
5,466


Net increase in cash and cash equivalents
-
-

Cash and cash equivalents at the end of year
-
-


Cash and cash equivalents at the end of year comprise:

-
-


The notes on pages 12 to 16 form part of these financial statements.

Page 11

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Polen Capital UK Partner Limited (the 'Company') is a limited company incorporated in England and Wales. Its registered office is First Floor Offices, 15-18 Austin Friars, London, EC2N 2HE.
The principal activity of the company during the period was that of a Designated Member of Polen Capital UK LLP.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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.

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 Company's accounting policies.

The following principal accounting policies have been applied:

 
2.2

Going concern

The Balance Sheet shows that the Company has a net liabliity position of £1,975. Without creating a contractual obligation, the subsidiary entity will continue financial support to the Company for the foreseeable future.
Based on the operating position of the Group and its acitivities, it is well placed to provide sufficient and continued support to the Company to allow it to continue to operate normally in almost all of the likely risk scenarios.
As such, the Directors consider the going concern basis to be appropriate.

 
2.3

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.


 
2.4

Valuation of investments

Investments in associates are measured at cost less accumulated impairment.

 
2.5

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 12

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.6

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.7

Financial instruments

Financial instruments are recognised in the Company's Balance Sheet when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.


3.


Auditor's remuneration

The costs of the audit have been bourne and included in the financial statements of Polen Capital UK LLP. As a result, they have not been included in the Statement of Comprehensive Income for the Company.


2024
2023
£
£

Fees payable to the auditor's for the audit of the Company's financial statements
1,650
1,550

4.


Employees




The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Directors
1
1

Page 13

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
1,742
2,515

Adjustments in respect of previous periods
185
-


1,927
2,515


Total current tax
1,927
2,515

Deferred tax

Total deferred tax
-
-


1,927
2,515

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 19% (2023 - 19%). The differences are explained below:

2024
2023
£
£


(Loss)/profit on ordinary activities before tax
(2,484)
5,466


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2023 - 19%)
(472)
1,039

Effects of:


Adjustments to tax charge in respect of prior periods
185
-

Unrelieved tax losses carried forward
-
(63)

Other differences leading to an increase in the tax charge
2,214
1,539

Total tax charge for the year
1,927
2,515


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 14

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Fixed asset investments





Investments in associates

£



Cost or valuation


At 1 January 2024
1



At 31 December 2024
1





7.


Debtors

2024
2023
£
£


Amounts owed by group undertakings
-
4,949

Other debtors
1
1

1
4,950



8.


Creditors: Amounts falling due within one year

2024
2023
£
£

Amounts owed to group undertakings
235
-

Corporation tax
1,742
2,515

1,977
2,515


Page 15

 
POLEN CAPITAL UK PARTNER LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



1 (2023 - 1) Ordinary share of £1.00
1
1



10.


Reserves

Profit and loss account

Includes all current period retained profits.


11.


Controlling party

The controlling party is Polen Capital Management, L.L.C.

 
Page 16