Aser Capital Limited
Annual Report and Financial Statements
For the year ended 30 June 2022
Company Registration No. 11057014 (England and Wales)
Aser Capital Limited
Contents
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
Aser Capital Limited
Statement of Financial Position
As at 30 June 2022
Page 1
2022
2021
Notes
£
£
£
£
Current assets
Trade and other receivables
4
573,939
600,756
Current liabilities
9
(3,231,897)
(2,175,511)
Net current liabilities
(2,657,958)
(1,574,755)
Equity
Called up share capital
7
10,000
10,000
Retained earnings
(2,667,958)
(1,584,755)
Total equity
(2,657,958)
(1,574,755)
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime.
The director of the company has elected not to include a copy of the income statement within the financial statements.
The financial statements were approved by the board of directors and authorised for issue on 4 October 2023 and are signed on its behalf by:
A Radrizzani
Director
Company Registration No. 11057014
Aser Capital Limited
Statement of Changes in Equity
For the year ended 30 June 2022
Page 2
Share capital
Retained earnings
Total
£
£
£
Balance at 1 July 2020
10,000
(947,754)
(937,754)
Year ended 30 June 2021:
Loss and total comprehensive income for the year
-
(637,001)
(637,001)
Balance at 30 June 2021
10,000
(1,584,755)
(1,574,755)
Year ended 30 June 2022:
Loss and total comprehensive income for the year
-
(1,083,203)
(1,083,203)
Balance at 30 June 2022
10,000
(2,667,958)
(2,657,958)
Aser Capital Limited
Notes to the Financial Statements
For the year ended 30 June 2022
Page 3
1
Accounting policies
Company information
Aser Capital Limited is a private company limited by shares incorporated in England and Wales. The registered office is 3 Cavendish Square, London, W1G 0LB.
1.1
Accounting convention
These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”). The amendments to FRS 101 (2014/15 Cycle) issued in July 2015 have been applied.
In preparing these financial statements, the company applies the recognition, measurement and disclosure requirements of International Financial Reporting Standards as adopted by the EU (“Adopted IFRSs”), but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.
The company’s ultimate parent undertaking, Aser Group Holding Pte Limited includes the company in its consolidated financial statements. The consolidated financial statements of Aser Group Holding Pte Limited are prepared in accordance with Singapore Financial Reporting Standards ('FRS') and will be available to the public and may be obtained from 63 Club Street, Singapore (069437).
In these financial statements, the company has applied the exemptions available under FRS 101 in respect of the following disclosures:
a Cash Flow Statement and related notes;
Disclosures in respect of transactions with wholly owned subsidiaries and parent;
The effects of new but not yet effective IFRSs;
Disclosures in respect of the compensation of Key Management Personnel; and
Disclosures of transactions with a management entity that provides key management personnel services to the company.
As the consolidated financial statements of Aser Group Holding Pte Limited include the equivalent disclosures, the company has also taken the exemptions under FRS 101 available in respect of the following disclosures:
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
Aser Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2022
1
Accounting policies
(Continued)
Page 4
1.2
Going concern
Notwithstanding net current liabilities of £true2,657,958 as at 30 June 2022 (2021: £1,574,755) and a loss for the year then ended of £1,083,203 (2021: £637,001), the financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
The company has scaled back on their trading activities after the year end but current liabilities still exist to other group entities and external parties. The the directors have prepared cash flow forecasts for a period of 12 months from the date of approval of these financial statements which indicate that, taking account of some possible downsides, the company will have sufficient funds, through funding from its ultimate owner to meet its liabilities as they fall due for that period. The ultimate owner, through the ultimate parent company, Aser Group Holding Pte Limited, has confirmed that they will continue to make available such funds as are needed by the company to the extent they are required. However there can be no certainty over the total outflows that are required.
Those forecasts are dependent on Aser Media Limited not seeking repayment of the amounts currently due to the company, which at 30 June 2022 amounted to £3,049,617 (2021: £1,733,081). Aser Media Limited has indicated that it does not intend to seek repayment of the amounts due at the balance sheet date for the period covered by the forecasts.
Therefore, even though the directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements due to the shareholder support, they recognise there is no certainty over this support being sufficient. The directors are not aware of any other events or conditions beyond the period of their assessment that may cast significant doubt on the entity’s ability to continue as a going concern and therefore have prepared the financial statements on a going concern basis.
1.3
Revenue
The principal activity of Aser Capital Limited during the period was that of assisting affiliated companies with their strategic and investment activities. Aser Capital recharges their fee for these strategic services to the group companies. The income is recognised when the right to receive payment is established.
1.4
Fair value measurement
IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The company is exempt under FRS 101 from the disclosure requirements of IFRS 13. There was no impact on the company from the adoption of IFRS 13.
1.5
Financial assets
Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.
At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.
Aser Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2022
1
Accounting policies
(Continued)
Page 5
Loans and receivables
Trade Receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.
Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.
Impairment of financial assets
Financial assets, other than those measured at fair value through profit or loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.
1.6
Financial liabilities
The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.
Other financial liabilities
Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Aser Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2022
1
Accounting policies
(Continued)
Page 6
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Aser Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2022
Page 7
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was 4 (2021: 4).
2022
2021
Number
Number
Employees
4
4
3
Director's remuneration
2022
2021
£
£
Remuneration for qualifying services
349,277
366,741
Company pension contributions to defined contribution schemes
33,627
35,309
382,904
402,050
Remuneration disclosed above include the following amounts paid to the highest paid director:
Remuneration for qualifying services
349,277
402,050
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2021: 1).
4
Trade and other receivables
2022
2021
£
£
Amounts owed by fellow group undertakings
573,939
600,756
Amounts owed by group undertakings are interest free, unsecured and repayable on demand.
5
Trade and other payables
2022
2021
£
£
Trade payables
27,601
85,511
Amounts owed to fellow group undertakings
3,128,353
1,810,125
Accruals and deferred income
50,515
11,000
Taxation and social security
25,428
268,875
3,231,897
2,175,511
Aser Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2022
5
Trade and other payables
(Continued)
Page 8
Amounts owed to group undertakings are interest free, unsecured and payable on demand.
6
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
37,794
46,697
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
7
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
10,000
10,000
10,000
10,000
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. The share capital issued was not paid at 30 June 2022 and is included within amounts owed by group undertakings, as included in note 7.
8
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified, and included a material uncertainty in relation to going concern referencing note 1.2.
The senior statutory auditor was Jamie Sherman and the auditor was Moore Kingston Smith LLP.
Aser Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2022
Page 9
9
Related party transactions
No guarantees have been given or received.
As at the year end, Eleven Sports Network Limited owed the company £141,192 (2021: £218,289).
As at the year end, Leeds United Football Club Limited owed the company £78,640 (2021: £78,640).
All amounts outstanding with fellow group undertakings are unsecured, interest free, and repayable on demand.
The company has taken the exemption under FRS101 para 8(k) from disclosing the transactions with related parties under IAS 24 Related Party Disclosures for transactions it has with its parent and its wholly owned subsidiaries as the company is a wholly owned subsidiary of Aser Group Holding Pte Limited.
All related party transactions have been conducted on market terms.
10
Controlling party
The company is a subsidiary undertaking of Aser Group Holding Pte Limited, which is the parent company and which is incorporated in Singapore.
The largest and smallest group in which the results of the company are consolidated is that headed by Aser Group Holding Pte Limited. No other group financial statements include the results of the company. The consolidated financial statements of this group will be available from Aser Group Holdings Pte Limited at 63 Club Street, Singapore (069437).
The ultimate controlling party is A Radrizzani.