Troviq Private Markets Group Ltd


Directors	AFINK, Jeroen Gerrit Jan
	BOHILL, John
	PROCTOR, Jason William Horatio


Registered Address	123 Victoria Street
	London
	SW1E 6DE


Registered Number	13859328 (England and Wales)

Notes to the Financial Statements
for the year ended 31 December 2025

1.	Accounting policies

	Statutory information
	The company is a private company limited by shares and registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

	Statement of compliance
	The financial statements have been prepared in compliance with FRS 102 Section 1A as it applies to the financial statements for the period and there were no material departures from the reporting standard.

	Going concern
	As at 31 December 2025, the Company had reached a break-even operating position on a run-rate basis and the Directors expected the business to be cash flow neutral to positive during 2026. Consistent with this expectation, during the first half of 2026 the Company has generated positive cash flow, ahead of the Directors' budget for the period. The Company's revenue is substantially recurring in nature, reflecting the nature of its private markets asset management activities. This gives the Directors strong visibility over future cash flows and a reasonable basis on which to assess the Company's prospects. Having considered these matters and after making appropriate enquiries, the Directors are satisfied that there are no material uncertainties to the Company's ability to adopt the going concern basis of accounting and that the Company has adequate resources to continue to operate as a going concern for a period of 12 months from the date of approval of the financial statements. For this reason, they consider it appropriate to continue to adopt the going concern basis in preparing the financial statements.

Going concern

As at 31 December 2025, the Company had reached a break-even operating position on a run-rate basis and the Directors expected the business to be cash flow neutral to positive during 2026. Consistent with this expectation, during the first half of 2026 the Company has generated positive cash flow, ahead of the Directors' budget for the period.
The Company's revenue is substantially recurring in nature, reflecting the nature of its private markets asset management activities. This gives the Directors strong visibility over future cash flows and a reasonable basis on which to assess the Company's prospects.
Having considered these matters and after making appropriate enquiries, the Directors are satisfied that there are no material uncertainties to the Company's ability to adopt the going concern basis of accounting and that the Company has adequate resources to continue to operate as a going concern for a period of 12 months from the date of approval of the financial statements. For this reason, they consider it appropriate to continue to adopt the going concern basis in preparing the financial statements.

	Share-based payments
	The company provides share-based payment arrangements to certain employees. Equity-settled arrangements are measured at fair value (excluding the effect of non-market based vesting conditions) at the date of the grant. The fair value is expensed on a straightline basis over the vesting period. The amount recognised as an expense is adjusted to reflect the actual number of shares or options that will vest. Where equity-settled arrangements are modified, and are of benefit to the employee, the incremental fair value is recognised over the period from the date of modification to date of vesting. Where a modification is not beneficial to the employee there is no change to the charge for share-based payment. Settlements and cancellations are treated as an acceleration of vesting and the unvested amount is recognised immediately in the income statement.

Share-based payments

The company provides share-based payment arrangements to certain employees. Equity-settled arrangements are measured at fair value (excluding the effect of non-market based vesting conditions) at the date of the grant. The fair value is expensed on a straightline basis over the vesting period. The amount recognised as an expense is adjusted to reflect the actual number of shares or options that will vest.

Where equity-settled arrangements are modified, and are of benefit to the employee, the incremental fair value is recognised over the period from the date of modification to date of vesting. Where a modification is not beneficial to the employee there is no change to the charge for share-based payment. Settlements and cancellations are treated as an acceleration of vesting and the unvested amount is recognised immediately in the income statement.

	Foreign currency translation
	Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

Foreign currency translation

Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

	Current taxation
	Taxation expense represents the total of current and deferred tax. Current tax is based on taxable profit for the year using tax rates enacted or substantively enacted at the reporting date. Deferred tax is recognised in respect of timing differences arising between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Deferred tax assets, including those arising from unrelieved tax losses, are recognised only to the extent that it is probable that they will be recovered against future taxable profits.

Current taxation

Taxation expense represents the total of current and deferred tax. Current tax is based on taxable profit for the year using tax rates enacted or substantively enacted at the reporting date. Deferred tax is recognised in respect of timing differences arising between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Deferred tax assets, including those arising from unrelieved tax losses, are recognised only to the extent that it is probable that they will be recovered against future taxable profits.

	Intangible assets
	Intangible assets are stated at cost less accumulated amortisation and accumulated impairment losses. The assets are reviewed for impairment if the above factors indicate that the carrying amount may be impaired. Amortisation is included in 'administrative expenses' in the profit and loss account.

	Tangible fixed assets and depreciation
	All fixed assets are initially recorded at cost. Property, plant and equipment is used in the company's principal activity for the production and supply of goods or for administrative purposes and is stated in the balance sheet under the historic cost model. This model requires the assets to be stated at cost less amounts in respect of depreciation and less any accumulated impairment losses. Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value (which is the expected amount that would currently be obtained from disposal of an asset, after deducting the estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life), over the useful economic life of the respective asset as follows:

Tangible fixed assets and depreciation

All fixed assets are initially recorded at cost. Property, plant and equipment is used in the company's principal activity for the production and supply of goods or for administrative purposes and is stated in the balance sheet under the historic cost model. This model requires the assets to be stated at cost less amounts in respect of depreciation and less any accumulated impairment losses. Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value (which is the expected amount that would currently be obtained from disposal of an asset, after deducting the estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life), over the useful economic life of the respective asset as follows:


		Straight line (years)
	Office Equipment	3

	Investments
	Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value where the difference between cost and fair value is material. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account.

Investments

Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value where the difference between cost and fair value is material. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account.

	Financial instruments
	A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at transaction price and measured at amortised cost using the effective interest method. Where investments in non-derivative financial instruments are publicly traded, or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value through profit and loss. All other investments are subsequently measured at cost less impairment. Financial assets which are measured at cost or amortised cost are reviewed for objective evidence of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. All equity instruments, regardless of significance, and other financial assets that are individually significant, are assessed individually for impairment.

Financial instruments

A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at transaction price and measured at amortised cost using the effective interest method. Where investments in non-derivative financial instruments are publicly traded, or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value through profit and loss. All other investments are subsequently measured at cost less impairment.

Financial assets which are measured at cost or amortised cost are reviewed for objective evidence of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. All equity instruments, regardless of significance, and other financial assets that are individually significant, are assessed individually for impairment. 

2.	Average number of employees


		2025		2024
	Average number of employees during the year	0		0

3.	Intangible assets

	Other	Total
	£	£
Cost or valuation
At 01 January 25	344,801	344,801
At 31 December 25	344,801	344,801
Net book value
At 31 December 25	344,801	344,801
At 31 December 24	344,801	344,801

4.	Tangible fixed assets

	Office Equipment	Total
	£	£
Cost or valuation
At 01 January 25	1,699	1,699
Additions	3,565	3,565
At 31 December 25	5,264	5,264
Depreciation and impairment
At 01 January 25	259	259
Charge for year	1,558	1,558
At 31 December 25	1,817	1,817
Net book value
At 31 December 25	3,447	3,447
At 31 December 24	1,440	1,440

5.	Fixed asset investments
	The company holds investments in the following subsidiary undertakings: Troviq UK Ltd, a company incorporated in England and Wales with its registered office at 23 Victoria Street, London, Greater London, England, SW1E 6DE. The company holds 100% of the ordinary share capital of Troviq UK Ltd. Troviq Investment Management B.V. a company incorporated in the Netherlands with its registered office at Beethovenstraat 502, 1082 PR Amsterdam, Netherlands. The company holds 100% of the ordinary share capital of Troviq Investment Management B.V. At 31 December 2025 the carrying value of the company's investments in subsidiary undertakings was £2,630,025 (2024: £2,630,025). During the year the company made a further capital contribution of £75,000 to Troviq UK Ltd. The additional investment was fully impaired during the year. At 31 December 2025 the gross cost of investments in subsidiary undertakings was £2,945,025 (2024: £2,870,025), against which accumulated impairment provisions of £315,000 (2024: £240,000) had been recognised.

Fixed asset investments

The company holds investments in the following subsidiary undertakings:

Troviq UK Ltd, a company incorporated in England and Wales with its registered office at 23 Victoria Street, London, Greater London, England, SW1E 6DE. The company holds 100% of the ordinary share capital of Troviq UK Ltd.

Troviq Investment Management B.V. a company incorporated in the Netherlands with its registered office at Beethovenstraat 502, 1082 PR Amsterdam, Netherlands. The company holds 100% of the ordinary share capital of Troviq Investment Management B.V.

At 31 December 2025 the carrying value of the company's investments in subsidiary undertakings was £2,630,025 (2024: £2,630,025). During the year the company made a further capital contribution of £75,000 to Troviq UK Ltd. The additional investment was fully impaired during the year. At 31 December 2025 the gross cost of investments in subsidiary undertakings was £2,945,025 (2024: £2,870,025), against which accumulated impairment provisions of £315,000 (2024: £240,000) had been recognised.

	Investments in groups¹	Total
	£	£
Cost or valuation
At 01 January 25	2,630,025	2,630,025
At 31 December 25	2,630,025	2,630,025
Net book value
At 31 December 25	2,630,025	2,630,025
At 31 December 24	2,630,025	2,630,025

	Notes
	¹Investments in group undertakings and participating interests

6.	Creditors: amounts due within one year

	2025	2024
	£	£
Trade creditors / trade payables	103,241	51,998
Convertible loans	-	4,389,611
Total	103,241	4,441,609


	Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.

	Notes	2025		2024
		£	£	£	£
Fixed assets
Intangible assets	3		344,801		344,801
Tangible assets	4		3,447		1,440
Investments	5		2,630,025		2,630,025
			2,978,273		2,976,266
Current assets
Debtors		98,929		91,447
Cash at bank and on hand		58,981		19,009
		157,910		110,456
Creditors amounts falling due within one year	6	(103,241)		(4,441,609)
Net current assets (liabilities)			54,669		(4,331,153)
Total assets less current liabilities			3,032,942		(1,354,887)
Net assets			3,032,942		(1,354,887)
Capital and reserves
Called up share capital			32		28
Share premium			5,025,290		313,824
Other reserves			9,943		3,046
Profit and loss account			(2,002,323)		(1,671,785)
Shareholders' funds			3,032,942		(1,354,887)