ACCOUNTS - Final Accounts

Commitments under operating leases

At 31 December 2021 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

CONDUIT VENTURES LIMITED - Company Information

Caseware UK (AP4) 2020.0.247 2020.0.247 2021-12-312021-01-012falsefalseFund management and consultancy services.2false 04293385 2021-01-01 2021-12-31 04293385 2020-01-01 2020-12-31 04293385 2021-12-31 04293385 2020-12-31 04293385 2020-01-01 04293385 c:CompanySecretary1 2021-01-01 2021-12-31 04293385 c:Director1 2021-01-01 2021-12-31 04293385 c:RegisteredOffice 2021-01-01 2021-12-31 04293385 d:CurrentFinancialInstruments 2021-12-31 04293385 d:CurrentFinancialInstruments 2020-12-31 04293385 d:CurrentFinancialInstruments d:WithinOneYear 2021-12-31 04293385 d:CurrentFinancialInstruments d:WithinOneYear 2020-12-31 04293385 d:ShareCapital 2021-01-01 2021-12-31 04293385 d:ShareCapital 2021-12-31 04293385 d:ShareCapital 2020-01-01 2020-12-31 04293385 d:ShareCapital 2020-12-31 04293385 d:ShareCapital 2020-01-01 04293385 d:SharePremium 2021-01-01 2021-12-31 04293385 d:SharePremium 2021-12-31 04293385 d:SharePremium 2020-01-01 2020-12-31 04293385 d:SharePremium 2020-12-31 04293385 d:SharePremium 2020-01-01 04293385 d:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 04293385 d:RetainedEarningsAccumulatedLosses 2021-12-31 04293385 d:RetainedEarningsAccumulatedLosses 2020-01-01 2020-12-31 04293385 d:RetainedEarningsAccumulatedLosses 2020-12-31 04293385 d:RetainedEarningsAccumulatedLosses 2020-01-01 04293385 c:FRS102 2021-01-01 2021-12-31 04293385 c:Audited 2021-01-01 2021-12-31 04293385 c:FullAccounts 2021-01-01 2021-12-31 04293385 c:PrivateLimitedCompanyLtd 2021-01-01 2021-12-31 04293385 d:WithinOneYear 2021-12-31 04293385 d:WithinOneYear 2020-12-31 04293385 6 2021-01-01 2021-12-31 iso4217:GBP xbrli:pure

Registered number: 04293385

CONDUIT VENTURES LIMITED

DIRECTOR'S REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

CONDUIT VENTURES LIMITED

Company Information

Director	J Butt


Company secretary	L Zheng


Registered number	04293385


Registered office	3rd Floor
	12 Gough Square
	London
	EC4A 3DW


Independent auditor	Sayers Butterworth LLP
	Chartered Accountants & Statutory Auditor
	3rd Floor
	12 Gough Square
	London
	EC4A 3DW

CONDUIT VENTURES LIMITED

Contents

	Page
Director's report	1 - 2
Independent auditor's report	3 - 6
Profit and loss account	7
Balance sheet	8
Statement of changes in equity	9
Notes to the financial statements	10 - 13

CONDUIT VENTURES LIMITED

Director's report

For the Year Ended 31 December 2021

The director presents his report and the financial statements for the year ended 31 December 2021.

Director's responsibilities statement

The director is responsible for preparing the Director's report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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:

J Butt

Disclosure of information to auditor

The director at the time when this Director's 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, Sayers Butterworth LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Page 1

CONDUIT VENTURES LIMITED

Director's report (continued)

For the Year Ended 31 December 2021

Small companies note

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

This report was approved by the board on 22 April 2022 and signed on its behalf.

J Butt

Director

Page 2

CONDUIT VENTURES LIMITED

Independent auditor's report to the members of Conduit Ventures Limited

Opinion

We have audited the financial statements of Conduit Ventures Limited (the 'Company') for the year ended 31 December 2021, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, 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 Company's affairs as at 31 December 2021 and of its profit 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 director's 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 director with respect to going concern are described in the relevant sections of this report.

Page 3

CONDUIT VENTURES LIMITED

Independent auditor's report to the members of Conduit Ventures 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 director is responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

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 Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Director's 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 Director's 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 director's remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit; or

∙the director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Director's report and from the requirement to prepare a Strategic report.

Responsibilities of directors

As explained more fully in the Director's responsibilities statement set out on page 1, the director is 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 director determines 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 director is 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 director either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Page 4

CONDUIT VENTURES LIMITED

Independent auditor's report to the members of Conduit Ventures 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:

Discussions were held with, and enquiries made of management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcome of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

The following laws and regulations were identified as being of significance to the entity:

∙Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pension legislation, and distributable profits legislations.

∙It is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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.

Page 5

CONDUIT VENTURES LIMITED

Independent auditor's report to the members of Conduit Ventures Limited (continued)

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.

Andrew Burch (Senior statutory auditor)

for and on behalf of

Sayers Butterworth LLP

Chartered Accountants & Statutory Auditor

3rd Floor

12 Gough Square

London

EC4A 3DW

22 April 2022

Page 6

CONDUIT VENTURES LIMITED

Profit and loss account

For the Year Ended 31 December 2021

	2021	2020
	£	£


Turnover	459,293	442,915
Gross profit	459,293	442,915
Administrative expenses	(370,678)	(462,925)
Other operating income	26,032	24,022
Operating profit	114,647	4,012
Interest payable and similar expenses	-	(40)
Profit before tax	114,647	3,972
Profit for the financial year	114,647	3,972

The notes on pages 10 to 13 form part of these financial statements.

Page 7

CONDUIT VENTURES LIMITED

Registered number: 04293385

Balance sheet

As at 31 December 2021

		2021		2020
Note		£		£

Fixed assets
Investments	4		3		3
			3		3
Current assets
Debtors: amounts falling due within one year	5	1,014,674		668,206
Cash at bank and in hand		161,636		124,455
		1,176,310		792,661
Creditors: amounts falling due within one year	6	(1,004,103)		(717,101)
Net current assets			172,207		75,560
Total assets less current liabilities			172,210		75,563

Net assets			172,210		75,563

Capital and reserves
Called up share capital	1,000	1,000
Share premium account	31,158	31,158
Profit and loss account	140,052	43,405
	172,210	75,563

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 April 2022.

J Butt

Director

The notes on pages 10 to 13 form part of these financial statements.

Page 8

CONDUIT VENTURES LIMITED

Statement of changes in equity

For the Year Ended 31 December 2021

	Called up share capital	Share premium account	Profit and loss account	Total equity
	£	£	£	£
At 1 January 2021	1,000	31,158	43,405	75,563
Comprehensive income for the year
Profit for the year	-	-	114,647	114,647
Total comprehensive income for the year	-	-	114,647	114,647
Dividends: Equity capital	-	-	(18,000)	(18,000)
At 31 December 2021	1,000	31,158	140,052	172,210

Statement of changes in equity

For the Year Ended 31 December 2020

	Called up share capital	Share premium account	Profit and loss account	Total equity
	£	£	£	£
At 1 January 2020	1,000	31,158	66,370	98,528
Comprehensive income for the year
Profit for the year	-	-	3,972	3,972
Total comprehensive income for the year	-	-	3,972	3,972
Dividends: Equity capital	-	-	(26,937)	(26,937)
At 31 December 2020	1,000	31,158	43,405	75,563

The notes on pages 10 to 13 form part of these financial statements.

Page 9

CONDUIT VENTURES LIMITED

Notes to the financial statements

For the Year Ended 31 December 2021

1.	General information

Conduit Ventures Limited is a private limited company incorporated in the United Kingdom and registered in England and Wales. The company's registered office is 3rd Floor, 12 Gough Square, London EC4A 3DW.
The principal activity for the company during the year was that of fund management and consultancy services.

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 Section 1A of 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

Turnover

Turnover, which is stated net of VAT, is attributable to the supply of fund management and consultancy services in the United Kingdom. The management services revenue is recognised over the period to which it relates.

2.3

Valuation of investments

Investments are included at cost less any provision for permanent diminution in value.

2.4

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.

2.5

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Page 10

CONDUIT VENTURES LIMITED

Notes to the financial statements

For the Year Ended 31 December 2021

2.Accounting policies (continued)

2.6

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Profit and loss account..

2.7

Creditors

Basic financial instruments, including trade and other creditors, are recognised at transaction price, less any impairment.

2.8

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Profit and loss account in the same period as the related expenditure.

2.9

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

2.10

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 11

CONDUIT VENTURES LIMITED

Notes to the financial statements

For the Year Ended 31 December 2021

2.Accounting policies (continued)

2.11

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

2.12

Operating leases: the Company as lessee

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

2.13

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

Employees

The average monthly number of employees, including directors, during the year was 2 (2020 - 2).

4.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2021	3
	At 31 December 2021	3

Page 12

CONDUIT VENTURES LIMITED

Notes to the financial statements

For the Year Ended 31 December 2021

Debtors

					2021	2020
					£	£


Trade debtors	-	870
Amounts owed by group undertakings	787,120	560,993
Other debtors	221,038	104,800
Prepayments and accrued income	6,516	1,543
	1,014,674	668,206

6.	Creditors: Amounts falling due within one year
		2021	2020
		£	£

Trade creditors	8,174	966
Amounts owed to group undertakings	172,915	173,365
Other taxation and social security	10,307	22,895
Other creditors	796,664	504,062
Accruals and deferred income	16,043	15,813
	1,004,103	717,101

	Not later than 1 year	37,392	4,674
		37,392	4,674

Page 13