Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
COMPANY INFORMATION
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LAPWING ADVISERS LTD
CONTENTS
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LAPWING ADVISERS LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The directors present the strategic report for the year ended 31 December 2022.
2022 was a stable year for the business from an activity perspective. We continued to provide corporate finance services to our key clients throughout they year, although the growth of our customer base was below expectations. Our trading activity was muted for the year but we are confident of a return to growth for this area of the business. The company has various new initiatives in place for 2023 in new lines of business and well as expecting a growth activity from our core existing client base.
Geopolitically we remain very concerned about the state of the world. There are numerous reasons to be nervous about the global economy but we will approach these as a potential to add value where needed and assist as required.
The lack of any liberalisation of the UK financial infrastructure despite the promises made with Brexit are also a source of concern and we see no desire for this to change – if anything the regulators are looking to make life harder for small businesses like ours.
During the year sales have decreased to £390,940 from £397,655 in 2021 and the company has made a loss of £52,685 (2021: profit of £63,640). At the year end, cash and cash equivalents was in deficit by £13,016 (2021: surplus £1,524)
There are no other key performance indicators.
The directors are aware of their duty under s.172 of the Companies Act 2006 to act in the way they consider would be most likely to promote the success of the company for the benefit of its members as a whole and, in doing so, to have regard to: the likely consequences of its decisions in the long-term; the interests of employees, suppliers, customers and others; the impact of the company’s operations on the community and the environment; and the company's reputation for high standards of business conduct.
This report was approved by the board and signed on its behalf.
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LAPWING ADVISERS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The directors present their report and the financial statements for the year ended 31 December 2022.
The directors are responsible for preparing the strategic report, the directors' report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 directors must not approve the financial statements unless they are 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 directors are 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;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are 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 them to ensure that the financial statements comply with the Companies Act 2006. They are 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.
The loss for the year, after taxation, amounted to £52,685 (2021 - profit £63,640).
No interim dividends were paid. The directors do not recommend payment of a final dividend.
The directors who served during the year were:
We see a number of opportunities from an increasingly dislocated market – we intend to use these dislocations to our advantage due to our varied and in-depth market knowledge across sectors. Lapwing plans to launch more new business lines in 2023 as our client base continues to grow.
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LAPWING ADVISERS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
There have been no significant events affecting the company since the year end.
New auditors are to be appointed following the approval of these financial statements.
This report was approved by the board and signed on its behalf.
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LAPWING ADVISERS LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAPWING ADVISERS LTD
We have audited the financial statements of Lapwing Advisers Ltd (the 'company') for the year ended 31 December 2022, which comprise the statement of comprehensive income, the balance sheet, the statement of cash flows, 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).
During the year ended 31 December 2022, the company recognised revenue of £220,568 related to net cash receipts. The directors of the company have been unable to provide sufficient, appropriate audit evidence to substantiate the recognition of this revenue. Consequently, we were unable to determine whether any adjustment to this revenue was necessary.
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 Auditors' 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.
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LAPWING ADVISERS LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAPWING ADVISERS LTD (CONTINUED)
We draw attention to note 2.3 in the financial statements, which indicates that there is currently a deficiency in the liquid capital resources of the company and a material uncertainty over the availability of future cash resources. As stated in note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included:
∙Reviewing management's assessment of the going concern basis, including their evaluation of future funding requirements and funding availability, while challenging their key assumptions and inputs to ensure reasonableness and appropriateness;
∙Assessing the company’s liquidity and the impacts on the reliability of the going concern evaluation; and
∙Assessing whether key assumptions and inputs to the model were reasonable, in light of the company’s relevant principal risks and uncertainties, and conducting our independent assessment of those risks.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditors' report thereon. The directors are 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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LAPWING ADVISERS LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAPWING ADVISERS LTD (CONTINUED)
Except for the matter described in the basis for qualified opinion section of our report, 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 strategic report or the directors’ report.
Arising solely from the limitation on the scope of our work relating to revenue referred to above:
∙we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and
∙we were unable to determine whether adequate accounting records have been kept.
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:
∙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 directors’ remuneration specified by law are not made;
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LAPWING ADVISERS LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAPWING ADVISERS LTD (CONTINUED)
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 auditors' 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:
We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we have:
∙considered the nature of the industry and sectors, control environment and business performance;
∙made enquires of management about their own identification and assessment of the risk of irregularities;
∙performed audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness and reviewing accounting estimates for bias;
∙reviewed minutes of meetings;
∙undertaken appropriate sample based testing of bank transactions;
∙identified and evaluated compliance with relevant laws and regulations and made enquiries of any instances of non-compliance;
∙discussed matters among the audit engagement team regarding how and where fraud might occur in the financial statements and potential indicators of fraud.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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 auditors' report.
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LAPWING ADVISERS LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAPWING ADVISERS LTD (CONTINUED)
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 auditors' 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.
for and on behalf of
Chartered Accountants
Statutory Auditor
Aston House
Cornwall Avenue
N3 1LF
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LAPWING ADVISERS LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
REGISTERED NUMBER: 10506392
BALANCE SHEET
AS AT 31 DECEMBER 2022
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 14 to 24 form part of these financial statements.
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LAPWING ADVISERS LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Lapwing Advisers Limited is a private company limited by shares and registered in England and Wales. Its registered office address and principal place of business is 27 Old Gloucester Street, London, WC1N 3AXP.
The financial statements are presented in Sterling (£), rounded to the nearest £1.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with 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 (see note 3).
The following principal accounting policies have been applied:
The company is exempt from the requirement to prepare consolidated financial statements as all of its subsidiaries are required to be excluded from consolidation by section 402 of the Companies Act 2006.
The company made a loss for the year ended 31 December 2022 of £52,685 and at that date had net assets of £63,350. The cash flow statement showed a deficit in cash and cash equivalents of £13,016 at 31 December 2022. At the date of approving these accounts, the company has failed to retain adequate liquid capital to meet its regulatory requirements with the FCA.
The directors have prepared financial projections which anticipate the company will enter into contracts with clients that will provide adequate cash inflows to meet future liabilities. The majority shareholders have also committed to providing such financial support as is necessary to ensure all liabilities are settled as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. However, in the absence of the required funding being in place, this condition indicates the existence of a material uncertainty which may cast significant doubt over the company's ability to continue as a going concern. The directors are confident that the company will be able to secure sufficient cash inflows for the company to continue its activities for not less than 12 months from the date of approval of these financial statements. Accordingly, they have therefore prepared the financial statements on a going concern basis.
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
Grants of a revenue nature are recognised in the statement of comprehensive income in the same period as the related expenditure.
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.
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 that estimate affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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LAPWING ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Share premium account
Profit and loss account
During the year the company made payments on behalf of the directors totalling £767,867 (2021 - £144,159) and was repaid £799,653 (2021 - £115,245). As at the balance sheet date directors owed the company £106,625 (2021 - were owed £15,452). No interest is charged on these balances.
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