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Registration number: 09431387

Vendian Capital Management Limited

Annual Report and Unaudited Financial Statements

for the Period from 1 January 2023 to 30 June 2023

Pages for Filing with Registrar

 

Vendian Capital Management Limited

(Registration number: 09431387)
Balance Sheet as at 30 June 2023

Note

2023
£

2022
£

Fixed assets

 

Investments

6

-

533,596

Current assets

 

Debtors

7

100

4,197

Cash at bank and in hand

 

-

1,133

 

100

5,330

Creditors: Amounts falling due within one year

8

-

(641,053)

Net current assets/(liabilities)

 

100

(635,723)

Total assets less current liabilities

 

100

(102,127)

Provisions for liabilities

-

(36,958)

Net assets/(liabilities)

 

100

(139,085)

Capital and reserves

 

Called up share capital

9

100

100

Retained earnings

-

(139,185)

Shareholders' funds/(deficit)

 

100

(139,085)

 

Vendian Capital Management Limited

(Registration number: 09431387)
Balance Sheet as at 30 June 2023

For the financial period ending 30 June 2023 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the Company to obtain an audit of its accounts for the period in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 30 October 2023 and signed on its behalf by:
 

.........................................
D Tomkin
Director

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

1

General information

The Company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
114 St. Martin's Lane
London
WC2N 4BE
England

Principal activity

The principal activity of the Company is the provision of investment advisory services.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 Section 1A 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Disclosure of long or short period

The current period is a short period from 1 January 2023 to 30 June 2023. The comparative figures are for the year to 31 December 2022. The short period is a result of the directors' intention to liquidate the company.

Going concern

The directors plan to liquidate the company and therefore, these financial statements have not been prepared on a going concern basis.

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

Turnover recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.

The group recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the group's activities.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded in the entity’s functional currency by applying the exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance sheet date. All differences are taken to profit or loss.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates taxable income.

Deferred income tax is recognised on temporary differences arising between the tax bases of assets
and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax
credits in the Company. Deferred income tax is determined using tax rates and laws that have been
enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation
allowance is set up against deferred tax assets so that the net carrying amount equals the highest
amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Furniture, fittings and equipment

33% straight line

Computer equipment

25% straight line

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Financial instruments

The group only enters into basic financial instruments 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 non-puttable 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 profit or loss.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

Debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

3

Significant judgements and estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. In the Director's opinion there are no significant judgements or key sources of estimation uncertainty.

4

Staff numbers

The average number of persons employed by the Company (including directors) during the period, was 0 (2022 - 0).

5

Tangible assets

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 January 2023

11,875

11,875

Disposals

(11,875)

(11,875)

At 30 June 2023

-

-

Depreciation

At 1 January 2023

11,875

11,875

Eliminated on disposal

(11,875)

(11,875)

At 30 June 2023

-

-

Carrying amount

At 30 June 2023

-

-

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

6

Investments

2023
£

2022
£

Investments in subsidiaries

-

533,596

Subsidiaries

£

Cost or valuation

At 1 January 2023

533,596

Provision

Impairment provision

533,596

Carrying amount

At 30 June 2023

-

At 31 December 2022

533,596

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the Company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2023

2022

Subsidiary undertakings

Vendian Investment Management LLP

114 St Martin's lane
Covent Garden
London
WC2N 4BE

Ordinary share

85%

85%

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

7

Debtors

2023
£

2022
£

Amounts owed by group undertakings and undertakings in which the Company has a participating interest

-

2,325

Prepayments

-

63

Other debtors

100

1,809

100

4,197

8

Creditors

Creditors: amounts falling due within one year

2023
£

2022
£

Due within one year

Bank loans and overdrafts

-

119,935

Trade creditors

-

47,606

Amounts owed to group undertakings

-

455,853

Taxation and social security

-

10,318

Other creditors

-

7,341

-

641,053

9

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

Ordinary shares of £1 each

100

100

100

100

         

10

Dividends

There were no dividends paid or proposed in either the current period or the previous year.

 

Vendian Capital Management Limited

Notes to the Unaudited Financial Statements for the Period from 1 January 2023 to 30 June 2023

11

Operating leases

The total of future minimum lease payments is as follows:

2023
 £

2022
 £

Not later than one year

-

25,750

Later than one year and not later than five years

-

23,492

-

49,242

12

Parent and ultimate parent undertaking

The Company's immediate parent is Vendian Investments Limited, incorporated in Jersey.

 The ultimate parent is The Clearview Segregated Trust, incorporated in Jersey.

 The ultimate controlling party is Vadim Jivov.