Jade Road Investments Limited
Annual Report 2022
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Page | |
Contents | |
Chairman's Statement | 7 |
Biographies of Directors and Senior Management | 17 |
Directors' Report | 19 |
Corporate Governance Statement | 25 |
Independent Auditor's Report to the Members of Jade Road Investments Limited | 35 |
Consolidated Statement of Comprehensive Income | 43 |
Consolidated Statement of Changes in Equity | 44 |
Consolidated Cash Flow Statement | 46 |
Notes to the Financial Statements | 47 |
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Company Information
Directors | Depositary Interest Registrars | |
Mr. John Croft | Computer Investor Services PLC | |
- | Executive Chairman | The Pavilions |
Hugh Viscount Trenchard | Bridgwater Road | |
- | Non-executive Director | Bristol BS99 6ZY |
Dr. Lee George Lam | ||
- | Non-executive Director | Registered Agent |
Mr. Stuart Crocker | Conyers Trust Company (BVI) Limited | |
- | Non-executive Director | Commence House, Wickhams Cay 1 |
PO Box 3140 | ||
Investment Manager | Road Town, Tortola | |
Harmony Capital Investors Limited | British Virgin Islands VG1110 | |
Intertrust Corporate Services (Cayman) | ||
Limited, 190 Elgin Avenue, George Town | Nominated Adviser | |
Grand Cayman KY1-9005 Cayman Islands | WH Ireland Limited | |
24 Martin Lane | ||
Key Personnel of Investment Manager | London EC4R 0DR | |
Harmony Capital Investors Limited | ||
Mr. Suresh Withana | Broker | |
- | Co-founder, Managing Partner | Hybridan LLP |
1 Poultry, | ||
Registered Office | London | |
Commence House, Wickhams Cay 1 | EC2R 8EJ | |
PO Box 3140 | ||
Road Town, Tortola | Auditors | |
British Virgin Islands VG1110 | PKF Littlejohn LLP | |
15 Westferry Circus | ||
Company Secretary | London E14 4HD | |
Conyers Trust Company (BVI) Limited | ||
Commence House, Wickhams Cay 1 | Legal Advisers | |
PO Box 3140 | Locke Lord (UK) LLP | |
Road Town, Tortola, | Second Floor | |
British Virgin Islands VG1110 | 201 Bishopsgate | |
London EC2M 3AB | ||
Principal Place of Business | ||
29/F, Infinitus Plaza | Conyers Dill & Pearman | |
199 Des Voeux Road Central, Hong Kong | Romasco Place, Wickhams Cay 1 | |
PO Box 3140 | ||
Registrars | Road Town, Tortola | |
Computershare Investor Services (BVI) | British Virgin Islands VG1110 | |
Limited, Woodbourne Hall PO Box 3162 Road | ||
Town, Tortola, British Virgin Islands | Website | |
www.jaderoadinvestments.com |
Stock Code
AIM: JADE
Frankfurt: 1CP1
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Company Description & Investing Policy
Jade Road Investments Limited ("Jade Road" or the "Company") is focused on providing growth capital and financing to emerging and established Small and Medium Enterprises ("SMEs") worldwide, well-diversified by national geographies, instruments and asset classes. This vital segment of the economy is underserved by the traditional banking industry and capital markets due to regulatory and structural reasons. The Company is now more globally focused and aims to provide shareholders with attractive uncorrelated risk-adjusted returns over the short and longer-term from a diversified portfolio of investments. Jade Road Investments Limited is an investment company holding portfolio investments while Harmony Capital Investors Limited acts as its external Investment Manager.
Our common stock is publicly traded on the Alternative Investment Market ("AIM") market of the London Stock Exchange, under the ticker symbol "JADE". The Board of Jade Road Investments works together with Harmony Capital Investors Limited ("Harmony Capital") to execute our investment strategy. Ultimate authority for investment decisions vests with the Board.
Investing Policy
The Directors believe that there is an excellent long-term opportunity to provide financing, primarily backed by real assets, with a primary focus on income-production and a secondary focus on capital gains. The Directors believe that by investing in asset-backed assets that are income-generating, the Company will be provided with more certainty when predicting future cash flows, thus allowing it to plan an appropriate dividend policy in due course. It is believed that this will allow for the optimal delivery of shareholder value in the form of the payment of a safe, consistent dividend yield at an attractive spread to other yielding options, while growing the underlying capital base of the Company.
In order to take advantage of this opportunity and to deliver this shareholder value, the Company requires an updated Investing Policy that will permit it to take advantage of the best risk-adjusted investments globally, provided the majority of them are asset-backed and/or income producing and backed by legal jurisdictions that the Directors are comfortable with and provide a safe underpinning to allow for the Company to earn its return and recoup its investment as per the terms of the financing that it agrees to.
Moreover, given the long-term nature of the Company's investment horizon, the Directors believe that an updated Investing Policy should enable the Company to navigate changes in
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the relative attractiveness of various financing opportunities through varying economic cycles and geopolitical shifts.
Finally, and most importantly, the Board expects the Company's investment portfolio to be repositioned over time such that it generates both income and capital gains.
In order to facilitate the Company's strategic objectives, the Company approved the Resolution to amend the Investing Policy to the following:
- The Company has an indefinite life, is sector agnostic and is targeting assets in any class which will produce income returns, with a secondary focus on capital gains over time for its Shareholders.
- The Company will seek the best risk-adjusted returns globally, with a preference for investments governed by legal systems that the Company understands and believes to be reliable.
- The Company may invest directly into listed securities, over-the-counter traded securities, currencies, companies, real assets, contractual obligations, or commodities ("Direct Financings").
- The Company may provide financing to entities, becoming a lender to, or a limited partner or shareholder of, an affiliated or third party which itself has a strategy to invest in underlying listed securities, over-the-counter traded securities, currencies, companies, real assets, contractual obligations or commodities ("Indirect Financings").
- The Company shall ensure that at the time of entering into a Direct Financing, it shall represent not more than 30% of the Company's net asset value immediately following the relevant transaction. There is no limit on the number of investments the Company may take.
- The Company shall ensure that at the time of entering into an Indirect Financing, no underlying asset of the indirectly financed entity shall represent more than 30% of the Company's net asset value immediately following the relevant transaction.
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Disclaimer
Jade Road Investments Ltd. published this content on 25 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 May 2023 18:20:19 UTC.