Company Registration No. 10026453 (England and Wales)
Cornish Metals Limited
Unaudited financial statements
for the year ended 31 January 2023
Cornish Metals Limited
Contents
Page
Statement of financial position
1 - 2
Notes to the financial statements
4 - 10
Cornish Metals Limited
Statement of financial position
As at 31 January 2023
Page 1
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
4
15,334,486
8,374,517
Current assets
Debtors
6
9,548,520
6,960,969
Cash at bank and in hand
22,899
117,571
9,571,419
7,078,540
Creditors: amounts falling due within one year
7
(10,479,814)
(7,378,250)
Net current liabilities
(908,395)
(299,710)
Net assets
14,426,091
8,074,807
Capital and reserves
Called up share capital
8
16,722,579
9,386,792
Other reserves
64,480
98,605
Profit and loss reserves
(2,360,968)
(1,410,590)
Total equity
14,426,091
8,074,807

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

For the financial year ended 31 January 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

Cornish Metals Limited
Statement of financial position (continued)
As at 31 January 2023
Page 2
The financial statements were approved by the board of directors and authorised for issue on 13 October 2023 and are signed on its behalf by:
Owen Mihalop
Director
Company Registration No. 10026453
Cornish Metals Limited
Statement of changes in equity
For the year ended 31 January 2023
Page 3
Share capital
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 February 2021
8,065,751
95,946
(1,005,848)
7,155,849
Year ended 31 January 2022:
Loss and total comprehensive income for the year
-
-
(415,583)
(415,583)
Issue of share capital
8
1,321,041
-
-
1,321,041
Transfers
-
(10,841)
10,841
-
Other movements
-
13,500
-
13,500
Balance at 31 January 2022
9,386,792
98,605
(1,410,590)
8,074,807
Year ended 31 January 2023:
Loss and total comprehensive income for the year
-
-
(984,503)
(984,503)
Issue of share capital
8
7,335,787
-
-
7,335,787
Credit to equity for equity settled share-based payments
-
-
34,125
34,125
Other movements
-
(34,125)
-
(34,125)
Balance at 31 January 2023
16,722,579
64,480
(2,360,968)
14,426,091
Cornish Metals Limited
Statement of changes in equity (continued)
For the year ended 31 January 2023
Page 4
1
Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

2
Accounting policies
Company information

Cornish Metals Limited is a private company limited by shares incorporated in England and Wales. The registered office is Osprey House, Malpas Road, Truro, TR1 1UT.

2.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Cornish Metals Limited is a wholly owned subsidiary of Cornish Metals Inc. and the results of Cornish Metals Limited are included in the consolidated financial statements of Cornish Metals Inc. which are available from www.cornishmetals.com.

Cornish Metals Limited
Notes to the financial statements
For the year ended 31 January 2023
2
Accounting policies (continued)
Page 5
2.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence based on the support of the parent company for the foreseeable future. As such, the directors have adopted the going concern basis of accounting in preparing the financial statements.

 

The directors are aware that the company is in a net current liabilities position, however, they have received a letter of support from the parent, Cornish Metals Inc, which confirms their support of the company for at least twelve months from the signing of the financial statements.

2.3
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

2.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

2.5
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Cornish Metals Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
2
Accounting policies (continued)
Page 6
Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

2.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

2.7
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

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.

Cornish Metals Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
2
Accounting policies (continued)
Page 7
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing 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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. 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.

2.8
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 stock or fixed 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.

2.9
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Total
3
2
Cornish Metals Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 8
4
Fixed asset investments
2023
2022
£
£
Investments
15,334,486
8,374,517
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 February 2022
8,374,517
Additions
6,959,969
At 31 January 2023
15,334,486
Carrying amount
At 31 January 2023
15,334,486
At 31 January 2022
8,374,517

During the year 69,599,695 ordinary shares were acquired at par value in exchange for the settlement of the intercompany receivable due from the subsidiary, South Crofty Limited, as at 31 January 2023.

5
Subsidiaries

Details of the company's subsidiaries at 31 January 2023 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Cornish Minerals Limited
Cumberland House, 9th Floor, 1 Victoria St, Hamilton, HM11, Bermuda
Mining and processing
Ordinary
100
South Crofty Limited
Osprey House, Malpas Road, Truro, TR1 1UT
Mining and processing
Ordinary
100
Cornish Metals Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 9
6
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
4,718
-
0
Amounts owed by group undertakings
9,524,721
6,959,969
Other debtors
19,081
1,000
9,548,520
6,960,969
7
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
13,888
256
Amounts owed to group undertakings
10,436,632
7,335,787
Taxation and social security
20,698
26,158
Other creditors
8,596
16,049
10,479,814
7,378,250

Amounts owed to parent undertakings are interest free and repayable on demand.

8
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 10p each
167,225,791
93,867,920
16,722,579
9,386,792

During the year 73,357,871 shares were issued at par value in exchange for the settlement of the intercompany payable due to the parent undertaking, Cornish Metals Inc., as at 31 January 2023.

 

Cornish Metals Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 10
9
Equity reserve

Other reserves consist of a capital contribution arising from share-based payment transactions. In previous years employees of Cornish Metals Limited have been issued options over equity instruments of its parent company, Cornish Metals Inc.


During the year ended 31 January 2023, there was a transfer of £34,125 from the capital contribution reserve to retained earnings to reflect the exercise of options during the year.

10
Related party transactions

Related party transactions with other wholly owned group entities have not been disclosed in accordance with the exemption available under FRS 102 Section 33.1a.

11
Parent company

The company's ultimate parent undertaking and controlling party is Cornish Metals Inc., a company incorporated in Canada. Their registered address is Suite 960-789 West Pender Street, Vancouver, British Columbia, Canada, V6C 1HC.

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