TIDMNTN
15 June 2023
NORTHERN 3 VCT PLC
ANNUAL FINANCIAL REPORT FOR THE YEARED 31 MARCH 2023
Northern 3 VCT PLC is a Venture Capital Trust (VCT) managed by
Mercia Fund Management Limited. It invests mainly in unquoted
venture capital holdings and aims to provide long-term tax-free
returns to shareholders through a combination of dividend yield and
capital growth
Financial highlights (comparative figures as at 31 March
2022):
Year ended Year ended
31 March 31 March
2023 2022
------------------------------------------------------- ---------- ----------
Net assets GBP113.0m GBP106.9m
------------------------------------------------------- ---------- ----------
Net asset value per share 91.6p 97.9p
------------------------------------------------------- ---------- ----------
Return per share
------------------------------------------------------- ---------- ----------
Revenue (0.1)p 0.4p
Capital (1.5)p (0.5)p
Total (1.6)p (0.1)p
-------------------------------------------------------- ---------- ----------
Dividend per share declared in respect of the period
------------------------------------------------------- ---------- ----------
Interim dividend 2.0p 2.0p
Proposed final dividend 2.5p 3.0p
Total 4.5p 5.0p
------------------------------------------------------- ---------- ----------
Cumulative return to shareholders since launch
------------------------------------------------------- ---------- ----------
Net asset value per share 91.6p 97.9p
Dividends paid per share* 113.4p 108.4p
Net asset value plus dividends paid per share 205.0p 206.3p
------------------------------------------------------- ---------- ----------
Mid-market share price at end of period 84.5p 94.5p
------------------------------------------------------- ---------- ----------
Share price discount to net asset value 7.8% 3.5%
-------------------------------------------------------- ---------- ----------
Annualised tax-free dividend yield (based on net asset
value per share) 4.6% 4.7%
-------------------------------------------------------- ---------- ----------
*Excluding proposed final dividend payable on 18 August
2023.
Enquiries:
James Sly / Sarah Williams, Mercia Asset Management PLC -- 0330
223 1430
Website: www.mercia.co.uk/vcts/n3vct/
CHAIRMAN'S STATEMENT
Results and dividend
The net asset value (NAV) per share at 31 March 2023 was 91.6
pence compared with 97.9 pence as at 31 March 2022. The total
return per share for the year as shown in the income statement was
minus 1.6 pence (2022: minus 0.1 pence).
Last year we increased the target annual dividend yield to 4.5%
of opening NAV per share. Having already declared an interim
dividend of 2.0 pence per share which was paid in January 2023,
your Directors now propose a final dividend of 2.5 pence. These
payments totalling 4.5 pence (2022: 5.0 pence) are equivalent to
4.6% of the opening NAV. The proposed final dividend will, subject
to approval by shareholders at the Annual General Meeting, be paid
on 18 August 2023.
Sales in the venture portfolio realised GBP15.4 million on an
initial cost of GBP6.7 million, producing a gain of GBP8.7 million.
There was a decrease in the valuation of the Company's listed
venture holdings of GBP1.2 million. The volatility in the listed
portfolio was primarily caused by a fall in the musicMagpie PLC
share price.
Our dividend investment scheme, under which dividends can be
re-invested in new ordinary shares free of dealing costs and with
the benefit of the tax reliefs available on new VCT share
subscriptions, continues to operate. Instructions on how to join
the scheme are included within the dividend section of our website,
which can be found here: mercia.co.uk/
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.
Investment portfolio
The realisation of the older investments made under the
'pre-2015' rules continues and constituted 22% of the Company's
investments as at 31 March 2023. We expect this to provide a number
of profitable future sales. Overall, it was a busy year, with a
number of notable transactions either completed or in progress at
our year end. The highlights during the year were the sales of
Lineup Systems and Ideagen plc which provided returns of 7.8 times
and 9.7 times cost respectively over the course of the
investment.
Despite some reductions in the Directors' valuations of the
unquoted investments, particularly in consumer businesses, gains in
Evotix (realised shortly after our year-end) and strong
performances by several other portfolio companies resulted in an
unchanged valuation.
New investments have exceeded the previous year's level, with
GBP10.3 million provided to nine new venture capital investments
and GBP5.9 million of follow on capital invested into existing
investments.
Share offers and liquidity
Liquidity increased as a result of the GBP17.0 million share
offer in April 2022 and, as a result of the public share offer
launched in January 2023, 6,597,040 new ordinary shares were issued
in April 2023 for gross proceeds of GBP6.0 million. Following this
offer in 2022/23, and taking into account the increased rate of
investment, the Board is pleased to announce that the Company will
produce a prospectus for an offer in the 2023/24 tax year of
GBP14.0 million, with an over-allotment facility of GBP6.0 million.
This offer will be launched in September 2023.
We have maintained our policy of buying back our shares in the
market, where necessary to maintain market liquidity. During the
year 3,383,207 shares, equivalent to approximately 3.1% of the
opening share capital, were purchased for cancellation.
Changes to the performance-related management fee
Following a review of current arrangements by the Board, a
resolution proposing changes to the Management Agreement in
relation to the performance-related management fee is included in
the circular for the General Meeting. If approved, these changes
will be implemented by a deed of variation to the Company's
existing Management Agreement.
The changes in VCT legislation in 2015 required the Company to
focus new investment on earlier stage companies which, by their
nature, are higher risk and therefore likely to deliver more
volatile investment returns. Consequently, an adjustment is
proposed to the scheme to ensure that strong returns above a hurdle
are delivered consistently, not just in a single year, with a
requirement that any decline in shareholder NAV must be made good,
before a performance fee is payable to the Manager. As part of
these changes, the Board and the Manager have agreed that at least
80% of any performance fee generated is paid to the VCT investment
team. Full details of the changes are set out in the accompanying
circular.
Responsible Investment
The Company's approach to Environmental, Social and Governance
(ESG) responsibilities is set out in the annual report.
Geopolitical and other macroeconomic risks
The Company's investments may be affected by regional events or
politics. A recent example of this is the high-inflation
environment in the aftermath of COVID-19 and the conflict in
Ukraine. The Board has no control over such macro events, and as
the Company's investments are domiciled in the UK with only a
limited presence in the rest of the world, risks are somewhat
localised to those facing the UK economy. As a result of the
conflict in Ukraine, in the year the Manager undertook a review of
the entire portfolio for links to sanctioned individuals and
companies, took appropriate action where required, and continues to
monitor the situation carefully.
VCT legislation and qualifying status
The Company has continued to meet the stringent and complex
qualifying conditions laid down by HM Revenue & Customs for
maintaining its approval as a VCT. Mercia monitors the position
closely and reports regularly to the Board.
The 'sunset clause' was a European state aid requirement when
the VCT scheme received state aid approval, which means that
without a change in legislation, investors will not receive upfront
tax relief when investing in VCTs from 6 April 2025. While the
government has signalled that it will extend the scheme, no formal
legislation has been introduced to enact this commitment. The
Company and the Manager will continue to monitor progress in this
area. The Board considers that the Company, and VCTs more
generally, are successfully delivering against the Government's
mandate, which is to channel money into higher-risk, early-stage
businesses.
Annual General Meeting
The Company's Annual General Meeting (AGM) will take place on 27
July 2023. We intend to hold the 2023 AGM in person at Reed Smith
LLP, Broadgate Tower, 20 Primrose Street, London, EC2A 2RS.
Following positive comments received from the last meetings, we
also intend to offer remote access for shareholders through an
online webinar facility. Full details and formal notice of the AGM
will be provided separately. The General Meeting regarding the
proposed changes to the performance-related management fee will be
held immediately after the AGM.
Outlook
Access to capital is one of the most important factors
contributing to the success of early stage businesses; we believe
that the Company is well placed to provide that. We are encouraged
by the investment opportunities that we are seeing despite the
various economic concerns.
James Ferguson
Chairman
15 June 2023
Extracts from the audited financial statements for the year
ended 31 March 2023 are set out below.
INCOME STATEMENT
Year ended 31 March 2023 Year ended 31 March 2022
Revenue Capital Total Revenue Capital Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
---------------- -------- -------- -------- -------- -------- --------
Gain/(loss) on
disposal of
investments - 1,414 1,414 - 3,963 3,963
Unrealised fair
value
gains/(losses)
on investments - (1,540) (1,540) - (2,860) (2,860)
---------------- -------- -------- -------- -------- -------- --------
- (126) (126) - 1,103 1,103
Dividend and
interest
income 732 - 732 1,438 - 1,438
Investment
management fee (519) (1,558) (2,077) (563) (1,690) (2,253)
Other expenses (496) - (496) (407) - (407)
---------------- -------- -------- -------- -------- -------- --------
Return before
tax (283) (1,684) (1,967) 468 (587) (119)
Tax on return 122 (122) - (1) 1 -
---------------- -------- -------- -------- -------- -------- --------
Return after tax (161) (1,806) (1,967) 467 (586) (119)
---------------- -------- -------- -------- -------- -------- --------
Return per share (0.1)p (1.5)p (1.6)p 0.4p (0.5p) (0.1)p
---------------- -------- -------- -------- -------- -------- --------
BALANCE SHEET
31 March 2023 31 March 2022
GBP000 GBP000
--------------------------------------------- ------------- -------------
Fixed assets
Investments 85,775 85,269
---------------------------------------------- ------------- -------------
Current assets
Debtors 107 60
Cash and cash equivalents 27,280 21,683
---------------------------------------------- ------------- -------------
27,387 21,743
Creditors (amounts falling due within one
year) (169) (152)
---------------------------------------------- ------------- -------------
Net current assets 27,218 21,591
---------------------------------------------- ------------- -------------
Net assets 112,993 106,860
---------------------------------------------- ------------- -------------
Capital and reserves
Called-up equity share capital 6,166 5,456
Share premium 37,344 20,909
Capital redemption reserve 771 602
Capital reserve 63,561 64,849
Revaluation reserve 4,554 13,659
Revenue reserve 597 1,385
---------------------------------------------- ------------- -------------
Total equity shareholders' funds 112,993 106,860
---------------------------------------------- ------------- -------------
Net asset value per share 91.6p 97.9p
---------------------------------------------- ------------- -------------
STATEMENT OF CHANGES IN EQUITY
for the year
ended 31
March 2023
Non-distributable Distributable
--------------- reserves ----------- reserves
Capital
Called up share Share redemption Revaluation Capital Revenue
capital premium reserve reserve* reserve reserve Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 April
2022 5,456 20,909 602 13,659 64,849 1,385 106,860
Return after
tax - - - (9,105) 7,299 (161) (1,967)
Dividends
paid - - - - (5,614) (627) (6,241)
Net proceeds
of share
issues 879 16,435 - - - - 17,314
Shares
purchased
for
cancellation (169) - 169 - (2,973) - (2,973)
At 31 March
2023 6,166 37,344 771 4,554 63,561 597 112,993
------------- --------------- ------- ---------- -------------- ------- ------- -------
Year ended 31 Non-distributable Distributable
March 2022 --------------- reserves -------------- reserves
Capital
Called up share Share redemption Revaluation Capital Revenue
capital premium reserve reserve* reserve reserve Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 April
2021 5,492 19,716 502 26,105 64,263 1,465 117,543
Return after
tax - - - (12,446) 11,860 467 (119)
Dividends
paid - - - - (9,302) (547) (9,849)
Net proceeds
of share
issues 64 1,193 - - - - 1,257
Shares
purchased
for
cancellation (100) - 100 - (1,972) - (1,972)
At 31 March
2022 5,456 20,909 602 13,659 64,849 1,385 106,860
------------- --------------- ------- ---------- -------------- ------- ------- -------
CASH FLOW STATEMENT
Year ended Year ended
31 March 2023 31 March 2022
GBP000 GBP000
---------------------------------------------- ------------- -------------
Cash flows from operating activities
Return before tax (1,967) (119)
Adjustments for:
(Gain)/loss on disposal of investments (1,414) (3,963)
Movements in fair value of investments 1,540 2,860
(Increase)/decrease in debtors (47) 1,570
Increase/(decrease) in creditors 17 (1,633)
Net cash outflow from operating activities (1,871) (1,285)
---------------------------------------------- ------------- -------------
Cash flows from investing activities
Purchase of investments (17,699) (15,360)
Sale/repayment of investments 17,067 25,495
Net cash inflow/(outflow) from investing
activities (632) 10,135
---------------------------------------------- ------------- -------------
Cash flows from financing activities
Issue of ordinary shares 17,815 1,298
Share issue expenses (501) (41)
Purchase of ordinary shares for cancellation (2,973) (1,972)
Equity dividends paid (6,241) (9,849)
Net cash inflow/(outflow) from financing
activities 8,100 (10,564)
---------------------------------------------- ------------- -------------
Increase/(decrease) in cash and cash
equivalents 5,597 (1,714)
Cash and cash equivalents at beginning of year 21,683 23,397
---------------------------------------------- ------------- -------------
Cash and cash equivalents at end of year 27,280 21,683
---------------------------------------------- ------------- -------------
INVESTMENT PORTFOLIO
% of
Like for like valuation increase/ (decrease) over net
Cost Valuation year** assets
by
GBP000 GBP000 % value
Fifteen largest venture
capital investments
Evotix (formerly
1 SHE) 2,487 11,383 113.7% 10.1%
Volumatic
2 Holdings 216 3,275 (1.9)% 2.9%
Grip-UK (t/a
3 Climbing Hangar) 3,174 3,174 0.0% 2.8%
4 IDOX* 530 2,728 (1.3)% 2.4%
Tutora (t/a
5 Tutorful) 2,449 2,552 7.6% 2.3%
6 Rockar 1,660 2,471 34.7% 2.2%
7 Newcells Biotech 2,229 2,265 (10.9)% 2.0%
8 Adludio 1,950 1,950 0.0% 1.7%
Biological
Preparations
9 Group 1,915 1,820 (15.2)% 1.6%
10 Gentronix 805 1,805 109.3% 1.6%
11 Clarilis 1,772 1,772 (4.4)% 1.6%
12 Netacea 1,744 1,744 0.0% 1.5%
Social Value
13 Portal 1,722 1,722 0.0% 1.5%
14 Administrate 2,143 1,716 7.0% 1.5%
15 Pure Pet Food 1,601 1,665 0.3% 1.5%
Other venture capital
investments
Turbine Simulated
Cell
16 Technologies 1,542 1,542 0.0% 1.4%
Project Glow
Topco (t/a
17 Currentbody.com) 1,519 1,519 0.0% 1.3%
Buoyant
18 Upholstery 907 1,464 (36.7)% 1.3%
Forensic
19 Analytics 1,382 1,382 0.0% 1.2%
20 Enate 1,373 1,373 0.0% 1.2%
21 Broker Insights 1,366 1,366 0.0% 1.2%
22 Ridge Pharma 1,345 1,347 0.2% 1.2%
23 Optellum 1,250 1,250 0.0% 1.1%
24 Centuro Global 1,136 1,136 0.0% 1.0%
25 Duke & Dexter 1,113 1,121 0.7% 1.0%
26 VoxPopMe 1,096 1,084 (11.2)% 1.0%
Send Technology
27 Solutions 1,049 1,049 0.0% 0.9%
Wonderush Ltd
28 (t/a Hownow) 1,029 1,029 0.0% 0.9%
Axis Spine
29 Technologies 1,028 1,028 0.0% 0.9%
30 musicMagpie* 201 938 (50.0)% 0.8%
31 Pimberly 935 935 0.0% 0.8%
32 LMC Software 910 910 0.0% 0.8%
33 Locate Bio 813 813 0.0% 0.7%
34 Moonshot 801 801 0.0% 0.7%
Fresh Approach
35 (UK) Holdings 841 784 3.5% 0.7%
Naitive
36 Technologies 721 721 0.0% 0.6%
37 Oddbox 986 677 (81.6)% 0.6%
38 Northrow 1,322 676 (46.0)% 0.6%
39 Sen Corporation 666 666 0.0% 0.6%
40 Atlas Cloud 638 638 1.0% 0.6%
41 Eckoh* 528 595 (12.5)% 0.5%
42 Intuitive Holding 1,293 530 5.1% 0.5%
43 Synthesized 500 500 0.0% 0.4%
44 Netcall* 273 490 (9.3)% 0.4%
45 Medovate 1,591 480 (67.5)% 0.4%
Thanksbox (t/a
46 Mo) 1,407 468 (42.5)% 0.4%
Rego Technologies
(t/a Upp)
47 (formerly Volo) 2,182 431 (18.8)% 0.4%
48 Seahawk Bidco 433 395 (15.9)% 0.4%
49 Nutshell 665 349 (32.5)% 0.3%
50 Adept Telecom 235 332 22.2% 0.3%
ECO Animal
51 Health* 497 219 (40.6)% 0.2%
52 Arnlea Holdings 1,138 197 9.4% 0.2%
53 Haystack Dryers 1,284 187 59.3% 0.2%
54 Sorted Holdings 2,542 178 7.4% 0.2%
Customs Connect
55 Group 1,347 107 4.5% 0.1%
56 Synectics* 171 98 (15.4)% 0.1%
57 Angle* 131 73 (61.0)% 0.1%
Pebble Beach
58 Systems* 564 70 0.0% 0.1%
Velocity
59 Composites* 61 23 76.4% 0.0%
60 Quotevine 1,184 - (100.0)% 0.0%
Ablatus
61 Therapeutics 551 - (100.0)% 0.0%
Total venture capital
investments 70,943 74,013 65.5%
Listed equity
investments 10,278 11,762 10.4%
Total fixed asset
investments 81,221 85,775 75.9%
--------------------- ------ --------- ------------------------------------------------- ------
Net current assets 27,218 24.1%
--------------------- ------ --------- ------------------------------------------------- ------
Net assets 112,993 100.0%
--------------------- ------ --------- ------------------------------------------------- ------
* Quoted on AIM
**This percentage change in 'like for like' valuations is a
comparison of the 31 March 2023 valuations with the 31 March 2022
valuations (or where a new investment has been made in the year,
the investment amount), having adjusted for any partial disposals,
loan stock repayments or new and follow-on investments in the
year.
RISK MANAGEMENT
The Board carries out a regular and robust assessment of the
risk environment in which the Company operates and seeks to
identify new risks as they emerge. The principal and emerging risks
and uncertainties identified by the Board which might affect the
Company's business model and future performance, and the steps
taken with a view to their mitigation, are as follows:
Investment and liquidity risk: investment in smaller and
unquoted companies, such as those in which the Company invests,
involves a higher degree of risk than investment in larger listed
companies because they generally have limited product lines,
markets and financial resources and may be more dependent on key
individuals. The securities of smaller companies in which the
Company invests are typically unlisted, making them illiquid, and
this may cause difficulties in valuing and disposing of the
securities. The Company may invest in businesses whose shares are
quoted on AIM -- the fact that a share is quoted on AIM does not
mean that it can be readily traded and the spread between the
buying and selling prices of such shares may be wide. Mitigation:
the Directors aim to limit the risk attaching to the portfolio as a
whole by careful selection, close monitoring and timely realisation
of investments, by carrying out rigorous due diligence procedures
and maintaining a wide spread of holdings in terms of financing
stage and industry sector, within the rules of the VCT scheme. The
Board reviews the investment portfolio with the Manager on a
regular basis.
Financial risk: most of the Company's investments involve a
medium to long-term commitment and many are relatively illiquid.
Mitigation: the Directors consider that it is inappropriate to
finance the Company's activities through borrowing except on an
occasional short-term basis. Accordingly they seek to maintain a
proportion of the Company's assets in cash or cash equivalents in
order to be in a position to pursue new unquoted investment
opportunities and to make follow-on investments in existing
portfolio companies. The Company has very little direct exposure to
foreign currency risk and does not enter into derivative
transactions.
Economic risk: events such as economic recession or general
fluctuation in stock markets, exchange rates and interest rates may
affect the valuation of investee companies and their ability to
access adequate financial resources, as well as affecting the
Company's own share price and discount to net asset value. The
level of economic risk has been elevated recently by inflationary
pressures, interest rate increases, and supply shortages
Mitigation: the Company invests in a diversified portfolio of
investments spanning various industry sectors, and maintains
sufficient cash reserves to be able to provide additional funding
to investee companies where it is appropriate and in the interests
of the Company to do so. The Manager typically provides an
investment executive to actively support the board of each unquoted
investee company. At all times, and particularly during periods of
heightened economic uncertainty, the investment executives share
best practice from across the portfolio with investee management
teams in order to mitigate economic risk.
Stock market risk: some of the Company's investments are quoted
on the London Stock Exchange or AIM and will be subject to market
fluctuations upwards and downwards. External factors such as the
conflict in Ukraine, terrorist activity or global health crises can
negatively impact stock markets worldwide. In times of adverse
sentiment there may be very little, if any, market demand for
shares in smaller companies quoted on AIM. Mitigation: the
Company's quoted investments are actively managed by specialist
managers, including Mercia in the case of the AIM-quoted
investments, and the Board keeps the portfolio and the actions
taken under ongoing review.
Credit risk: the Company holds a number of financial instruments
and cash deposits and is dependent on the counterparties
discharging their commitment. Mitigation: the Directors review the
creditworthiness of the counterparties to these instruments and
cash deposits and seek to ensure there is no undue concentration of
credit risk with any one party.
Legislative and regulatory risk: in order to maintain its
approval as a VCT, the Company is required to comply with current
VCT legislation in the UK. Changes to the UK legislation in the
future could have an adverse effect on the Company's ability to
achieve satisfactory investment returns whilst retaining its VCT
approval. Mitigation: the Board and the Manager monitor political
developments and where appropriate seek to make representations
either directly or through relevant trade bodies.
Internal control risk: the Company's assets could be at risk in
the absence of an appropriate internal control regime which is able
to operate effectively even during times of disruption. Mitigation:
the Board regularly reviews the system of internal controls, both
financial and non-financial, operated by the Company and the
Manager. These include controls designed to ensure that the
Company's assets are safeguarded and that proper accounting records
are maintained.
VCT qualifying status risk: while it is the intention of the
Directors that the Company will be managed so as to continue to
qualify as a VCT, there can be no guarantee that this status will
be maintained. A failure to continue meeting the qualifying
requirements could result in the loss of VCT tax relief, the
Company losing its exemption from corporation tax on capital gains,
to shareholders being liable to pay income tax on dividends
received from the Company and, in certain circumstances, to
shareholders being required to repay the initial income tax relief
on their investment. Mitigation: the investment manager keeps the
Company's VCT qualifying status under continual review and its
reports are reviewed by the Board on a quarterly basis. The Board
has also retained Philip Hare & Associates LLP to undertake an
independent VCT status monitoring role.
DIRECTORS' RESPONSIBILITIES STATEMENT
The Directors are responsible for preparing the annual report
and 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 they are
required to prepare the financial statements in accordance with UK
accounting standards, including FRS 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 its profit or
loss for the year.
In preparing these financial statements, the Directors are
required to:
-- select suitable accounting policies and then apply them consistently;
-- make judgements and 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;
-- assess the Company's ability to continue as a going concern, disclosing,
as applicable, matters related to going concern; and
-- use the going concern basis of accounting unless they either intend to
liquidate the Company or to cease operations, or have no realistic
alternative but to do so.
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 enable them to ensure that
its financial statements comply with the Companies Act 2006. They
are responsible for such internal control as they determine is
necessary to enable the preparation of financial statements that
are free from material misstatement, whether due to fraud or error,
and have general responsibility for taking such steps as are
reasonably open to them to safeguard the assets of the Company and
to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic Report, Directors' Report,
Directors' Remuneration Report and corporate governance statement
that complies with that law and those regulations.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
Company's website. Legislation in the UK governing the preparation
and dissemination of financial statements may differ from
legislation in other jurisdictions.
The Directors have confirmed that to the best of our
knowledge:
-- the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and
-- the Strategic Report and Directors' Report includes a fair review of the development and performance of the business and the position of the issuer, together with a description of the principal risks and uncertainties that they face.
The Directors consider the annual report and accounts, taken as
a whole, is fair, balanced and understandable and provides the
information necessary for shareholders to assess the Company's
position and performance, business model and strategy.
The Directors of the company at the date of this announcement
were Mr J G D Ferguson (Chairman), Mrs A B Brown, Mr C J Fleetwood,
Mr T R Levett and Mr J M O Waddell.
OTHER MATTERS
The financial information set out above does not constitute the
company's statutory accounts for the years ended 31 March 2023 or
2022 but is derived from those accounts. Statutory accounts for
2022 have been delivered to the registrar of companies, and those
for 2023 will be delivered in due course. The auditor has reported
on those accounts; their reports were (i) unqualified; (ii) did not
include a reference to any matters to which the auditor drew
attention by way of emphasis without qualifying their report; and
(iii) did not contain a statement under section 498 (2) or (3) of
the Companies Act 2006.
The calculation of the return per share is based on the loss
after tax for the year of GBP1,967,000 (2022: GBP119,0000) and on
124,886,897 (2022: 109,817,073) shares, being the weighted average
number of shares in issue during the year
The calculation of net asset value per share as at 31 March 2023
is based on net assets of GBP112,993,000 (2022: GBP106,860,000)
divided by the 123,319,779 (2022: 109,115,361) ordinary shares in
issue at that date.
If approved by shareholders, the proposed final dividend of 2.5
pence per share for the year ended 31 March 2023 will be paid on 18
August 2023 to shareholders on the register at the close of
business on 21 July 2023.
The full annual report including financial statements for the
year ended 31 March 2023 is expected to be made available to
shareholders on or around 26 June 2023 and will be available to the
public at the registered office of the company at Forward House, 17
High Street, Henley-in-Arden B95 5AA and on the company's
website.
Neither the contents of the Mercia Asset Management PLC website,
nor the contents of any website accessible from hyperlinks on the
Mercia Asset Management PLC website (or any other website), are
incorporated into, or form part of, this announcement.
(END) Dow Jones Newswires
June 15, 2023 10:00 ET (14:00 GMT)
Copyright (c) 2023 Dow Jones & Company, Inc.
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