REGISTERED NUMBER: OC429095 (England and Wales)

REPORT OF THE MEMBERS AND

FINANCIAL STATEMENTS

FOR THE PERIOD 1 NOVEMBER 2023 TO 31 MARCH 2025

FOR

PECTEN CAPITAL LLP

Page

General Information

1

Report of the Members

2

Report of the Independent Auditors

4

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Reconciliation of Members' Interests

11

Cash Flow Statement

13

Notes to the Cash Flow Statement

14

Notes to the Financial Statements

16

DESIGNATED MEMBERS:

Mr F Fredella

Angel Capital Management UK Limited

REGISTERED OFFICE:

30 Panton Street

6th Floor

London

SW1Y 4AJ

REGISTERED NUMBER:

OC429095 (England and Wales)

AUDITORS:

Xeinadin Audit Limited Chartered Accountants

Statutory Auditor

8th Floor, Becket House

36 Old Jewry

London

EC2R 8DD

The members present their report with the financial statements of the LLP for the period 1 November 2023 to 31 March 2025.

PRINCIPAL ACTIVITY

The principal activity of the LLP in the period under review was that of investment management.

DESIGNATED MEMBERS

The designated members during the period under review were:

Mr F Fredella

Angel Capital Management UK Limited

RESULTS FOR THE PERIOD AND ALLOCATION TO MEMBERS

The profit for the period before members' remuneration and profit shares was £47,919 (2023 - £103,948 profit).

MEMBERS' INTERESTS

Any profits/(losses) are shared among the members as decided at members' meetings and governed by the partnership agreement dated 8 September 2020.

Policies for members' drawings, subscriptions and repayment of members' capital are governed by the partnership agreement dated 8 September 2020.

STATEMENT OF MEMBERS' RESPONSIBILITIES

The members are responsible for preparing the Report of the Members and the financial statements in accordance with applicable law and regulations.

Legislation applicable to limited liability partnerships 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 (United Kingdom Accounting Standards and applicable law). Under legislation applicable to limited liability partnerships 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 LLP and of the profit or loss of the LLP 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 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 LLP will continue in business.

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the members are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the LLP's auditors are unaware, and each member has taken all the steps that he ought to have taken as a member in order to make himself aware of any relevant audit information and to establish that the LLP's auditors are aware of that information.

ON BEHALF OF THE MEMBERS:

Mr F Fredella - Designated member

30 July 2025

Opinion

We have audited the financial statements of Pecten Capital LLP (the 'LLP') for the period ended 31 March 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Reconciliation of Members' Interests, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The 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 LLP's affairs as at 31 March 2025 and of its loss for the period 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 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.

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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the LLP in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'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 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 LLP'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

The members are responsible for the other information. The other information comprises the information in the Report of the Members, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies Act 2006 as applied to LLPs 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

-	we have not received all the information and explanations we require for our audit.

Responsibilities of members

As explained more fully in the Statement of Members' Responsibilities set out on page two, the members 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 members determine 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 members are responsible for assessing the LLP'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 members either intend to liquidate the LLP or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the LLP through discussions with members and other management, and from our commercial knowledge and experience of the financial services sector;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the LLP, including the Companies Act 2006, Statement of Recommended Practice, Accounting by Limited Liability Partnerships, data protection, employment, health and safety legislation and FCA regulations;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where necessary.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk that revenue could be misstated due to fraud, we:

- obtained an understanding of the company's revenue recognition policies and compared these to the accounting standard;

- performed a walkthrough to confirm our understanding of the processes and controls through which the business initiates, records, processes and reports revenue transactions;

- tested a sample of revenue transactions to supporting evidence; and

- tested, on a sample basis, revenue related balances in the balance sheet.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected transactions;

- agreed income to underlying contracts;

- tested the appropriateness of journal entries;

- tested authorisation of expenditure;

- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing legal expenses for any potential issues.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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 Report of the Auditors.

Use of our report

This report is made solely to the LLP's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 as applied to LLPs 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 LLP's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the LLP and the LLP's members as a body, for our audit work, for this report, or for the opinions we have formed.

Mr Adam Howard Moody FCCA (Senior Statutory Auditor)

for and on behalf of Xeinadin Audit Limited Chartered Accountants

Statutory Auditor

8th Floor, Becket House

36 Old Jewry

London

EC2R 8DD

30 July 2025

TURNOVER

475,034

357,918

Administrative expenses

(427,115

)

(253,970

)

OPERATING PROFIT and

PROFIT FOR THE FINANCIAL PERIOD BEFORE MEMBERS' REMUNERATION AND PROFIT SHARES

47,919

103,948

PROFIT FOR THE FINANCIAL PERIOD BEFORE MEMBERS' REMUNERATION AND PROFIT SHARES

47,919

103,948

Members' remuneration charged as an expense

6

(151,738

)

(89,000

)

(LOSS)/PROFIT FOR THE FINANCIAL PERIOD AVAILABLE FOR DISCRETIONARY DIVISION AMONG MEMBERS

(103,819

)

14,948

(LOSS)/PROFIT FOR THE FINANCIAL PERIOD AVAILABLE FOR DISCRETIONARY DIVISION AMONG MEMBERS

(103,819

)

14,948

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

(103,819

)

14,948

CURRENT ASSETS

Debtors

7

456,506

533,746

Cash at bank

102,419

71,064

558,925

604,810

CREDITORS

Amounts falling due within one year

8

77,385

112,972

NET CURRENT ASSETS

481,540

491,838

TOTAL ASSETS LESS CURRENT LIABILITIES

and

NET ASSETS ATTRIBUTABLE TO MEMBERS

481,540

491,838

LOANS AND OTHER DEBTS DUE TO MEMBERS

9

481,540

491,838

TOTAL MEMBERS' INTERESTS

Loans and other debts due to members

9

481,540

491,838

Amounts due from members

7

(394,233

)

(170,687

)

87,307

321,151

The financial statements were approved by the members of the LLP and authorised for issue on 30 July 2025 and were signed by:

Mr F Fredella - Designated member

EQUITY

DEBT

TOTAL

Members'

Loans and other debts due to

MEMBERS'

other

members less any amounts due

INTERESTS

interests

from members in debtors

Other

Other

reserves

amounts

Total

£

£

£

Amount due to members

491,838

Amount due from members

(170,687

)

Balance at 1 November 2023

-

321,151

321,151

Members' remuneration charged as an expense, including employment and retirement benefit costs

-

151,738

151,738

Loss for the financial period available for discretionary division among members

(103,819

)

-

(103,819

)

Members' interests after loss for the period

(103,819

)

472,889

369,070

Other divisions of loss

103,819

(103,819

)

-

Drawings on account and distributions of profit

-

(281,763

)

(281,763

)

Amount due to members

481,540

Amount due from members

(394,233

)

Balance at 31 March 2025

-

87,307

87,307

EQUITY

DEBT

TOTAL

Members'

Loans and other debts due to

MEMBERS'

other

members less any amounts due

INTERESTS

interests

from members in debtors

Other

Other

reserves

amounts

Total

£

£

£

Amount due to members

493,751

Amount due from members

(184,447

)

Balance at 1 November 2022

-

309,304

309,304

Members' remuneration charged as an expense, including employment and retirement benefit costs

-

89,000

89,000

Profit for the financial period available for discretionary division among members

14,948

-

14,948

Members' interests after profit for the period

14,948

398,304

413,252

Other divisions of profit

(14,948

)

14,948

-

Introduced by members

-

143,516

143,516

Drawings on account and distributions of profit

-

(235,617

)

(235,617

)

Amount due to members

491,838

Amount due from members

(170,687

)

Balance at 31 October 2023

-

321,151

321,151

Cash flows from operating activities

Cash generated from operations

2

313,118

20,913

Net cash from operating activities

313,118

20,913

Cash flows from financing activities

Transactions with members and former

members

Payments to members

(281,763

)

(235,617

)

Contributions by members

-

143,516

Net cash from financing activities

(281,763

)

(92,101

)

Increase/(decrease) in cash and cash equivalents

31,355

(71,188

)

Cash and cash equivalents at beginning of period

3

71,064

142,252

Cash and cash equivalents at end of period

3

102,419

71,064

1.	CLASSIFICATION OF SHARE OF PROFITS IN THE CASH FLOW STATEMENT

In accordance with section 7 of FRS 102, distribution of profits is classified as operating cash flows, because they are paid out of operating cash flows. Members of the LLP have determined that this is appropriate to their business.

2.	RECONCILIATION OF (LOSS)/PROFIT FOR THE FINANCIAL PERIOD AVAILABLE FOR DISCRETIONARY DIVISION AMONG MEMBERS TO CASH GENERATED FROM OPERATIONS

Period

1.11.23

to

Year Ended

31.3.25

31.10.23

£

£

(Loss)/profit for the financial period available for discretionary division among members

(103,819

)

14,948

Members' remuneration charged as an expense

151,738

89,000

47,919

103,948

Decrease/(increase) in trade and other debtors

300,786

(180,777

)

(Decrease)/increase in trade and other creditors

(35,587

)

97,742

Cash generated from operations

313,118

20,913

3.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Period ended 31 March 2025

31.3.25

1.11.23

£

£

Cash and cash equivalents

102,419

71,064

Year ended 31 October 2023

31.10.23

1.11.22

£

£

Cash and cash equivalents

71,064

142,252

4.	ANALYSIS OF CHANGES IN NET DEBT

Other

non-cash

At 1.11.23

Cash flow

changes

At 31.3.25

£

£

£

£

Net cash

Cash at bank

71,064

31,355

102,419

71,064

31,355

102,419

Net funds (before

members' debt)

71,064

31,355

-

102,419

Loans and other debts

due to members

Other amounts

due to members

(491,838

)

281,763

(271,465

)

(481,540

)

Net debt

(420,774

)

313,118

(271,465

)

(379,121

)

1.	STATUTORY INFORMATION

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

The presentation currency of the financial statements is the Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

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" and the requirements of the Statement of Recommended Practice, Accounting by Limited Liability Partnerships.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Principal activity and turnover

The principal activity of the partnership is to provide investment management services.

Turnover, which is stated net of value added tax, is attributable to the continuing activity of the supply of investment management services. Fees are recognised once receivable.

Members' remuneration

Remuneration is paid to certain members under a contract of employment and is included as an expense in the profit and loss account. In addition, the LLP agreement provides that fixed amounts, determined for each member each year, be paid to members, irrespective of the profits of the LLP. These amounts are also included within members' remuneration treated as an expense. A member's share in the profit or loss for the year is accounted for as an allocation of profits. Unallocated profits and losses are included within 'other reserves'.

Taxation

Taxation on all the LLP's profits is solely the personal liability of individual members and is not dealt with in these financial statements.

Administrative expenses

Administrative expenses include service fees, professional fees, foreign exchange gains and losses. Expenses are accounted for on an accruals basis.

Foreign currencies

Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken to the profit and loss account.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Short term debtors and creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.

Members' capital

Members' capital is classified as equity in accordance with Financial Reporting Standard 25 and the LLP SORP.

4.	EMPLOYEE INFORMATION

There were no staff costs for the period ended 31 March 2025 nor for the year ended 31 October 2023.

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

5.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period

1.11.23

to

Year Ended

31.3.25

31.10.23

£

£

Other operating leases

54,107

-

Foreign exchange differences

4,089

(2,637

)

6.	INFORMATION IN RELATION TO MEMBERS

Period

1.11.23

to

Year Ended

31.3.25

31.10.23

£

£

Members' remuneration charged as an expense

Partners' salaries

151,738

89,000

Period

1.11.23

to

Year Ended

31.3.25

31.10.23

The average number of members during the period was

2

2

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2023

£

£

Trade debtors

55,140

348,324

Amounts due from members

394,233

170,687

VAT

7,133

6,735

Prepayments

-

8,000

456,506

533,746

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2023

£

£

Trade creditors

36,052

95,972

Accrued expenses

41,333

17,000

77,385

112,972

9.

LOANS AND OTHER DEBTS DUE TO MEMBERS

2025

2023

£

£

Amounts owed to members in respect of profits

481,540

491,838

Falling due within one year

481,540

491,838

Loans and other debts due to members are unsecured.

10.	CAPITAL COMMITMENTS

At 31 March 2025 and 31 October 2023 the partnership had no capital commitments which had been contracted for but not provided in the financial statements.

11.	RELATED PARTY DISCLOSURES

During the period, the partnership paid rent amounting to £54,017 to Mr F Fredella (2023 - nil).

The partnership is jointly controlled by its members.

12.	LEGAL FORM OF THE LLP

Pecten Capital LLP is incorporated in the United Kingdom as a limited liability partnership under the Limited Liability Partnerships Act 2000. Its principal place of business is as disclosed on page 1 of these accounts.