Registered number: 13178540
Katz Advisers Limited
Annual report and financial statements
For the Period Ended 28 February 2022
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Katz Advisers Limited
Company Information
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J Katz (appointed 4 February 2021)
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168 Shoreditch High Street
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Chartered Accountants & Statutory Auditor
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168 Shoreditch High Street
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Katz Advisers Limited
Contents
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Independent auditors' report
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Statement of comprehensive income
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Statement of financial position
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Statement of changes in equity
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Notes to the financial statements
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Katz Advisers Limited
Strategic report
For the period ended 28 February 2022
Katz Advisers Limited provides discrete strategic advice to CEOs and owners across the European leisure sector often through non-executive director and board observer roles.
Katz Advisers Limited also invests in a wide range of financial instruments including direct equity stakes, debt positions and investment funds.
Katz Advisers Limited seeks to leverage long held sector relationships and deep sector knowledge to help clients fulfil their strategic goals, either as strategic adviser or non-executive board member or board observer. The Company intends to grow organically over the upcoming year and has more than sufficient capital resources to support those growth plans.
The results for the period and the financial position at the period end were considered satisfactory by the Director, who expects growth in the foreseeable future.
Principal risks and uncertainties
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The principal risk is that the Company may not be able to carry out its business plan and could therefore suffer losses if its income falls. This is a risk that all business encounter.
The Director continues to monitor income and expenditure levels and adjusts his plans accordingly.
Financial key performance indicators
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Revenue generation is the key performance indicator for the Company.
The Company's liquidity policy is to maintain sufficient liquid resources to cover fluctuations in income received. The Company maintains cash and investment balances to cover liquidity risk.
The Company expects to continue to operate as a provider of professional services. The following period is expected to have a lower revenue and activity to be reduced.
This report was approved by the board on 21 November 2023 and signed on its behalf.
Page 1
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Katz Advisers Limited
Director's report
For the period ended 28 February 2022
The Director presents his report and the financial statements for the period ended 28 February 2022.
The company was incorporated on 4 February 2021 and began trading on 1 March 2021.
The profit for the period, after taxation, amounted to £9,744,435.
The Director does not propose to pay dividends.
The Director who served during the period was:
J Katz (appointed 4 February 2021)
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Director's responsibilities statement
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The Director is responsible for preparing the Strategic report, the Director's report and the financial statements in accordance with applicable law and regulations.
Company law requires the Director to prepare financial statements for each financial year. Under that law the Director has 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 Director must not approve the financial statements unless he is 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 Director is 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;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
Matters covered in the Strategic report
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The Company has chosen in accordance with Section 414C(II) of the Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2013 to set out within the Company’s Strategic Report, the information required by Schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008. This includes information that would have been included in the business review and details of the principal risks and uncertainties.
Page 2
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Katz Advisers Limited
Director's report (continued)
For the period ended 28 February 2022
Disclosure of information to auditors
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The Director at the time when this Director's report is approved has confirmed that:
∙so far as he is aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙he has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Post balance sheet events
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There have been no significant events affecting the Company since the period end.
The auditors, Kreston Reeves LLP, were appointed after the end of the period and will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on 21 November 2023 and signed on its behalf.
Page 3
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Katz Advisers Limited
Independent auditors' report to the members of Katz Advisers Limited
We have audited the financial statements of Katz Advisers Limited (the 'Company') for the period ended 28 February 2022, which comprise the Statement of comprehensive income, the Statement of financial position, 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).
In our opinion the financial statements:
∙give a true and fair view of the state of the Company's affairs as at 28 February 2022 and of its profit for the period then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
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.
Conclusions relating to going concern
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In auditing the financial statements, we have concluded that the Director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Director 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 Director is 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.
Page 4
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Katz Advisers Limited
Independent auditors' report to the members of Katz Advisers Limited (continued)
Opinion on other matters prescribed by the Companies Act 2006
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In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Director's report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Director's report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
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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 Director's report.
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:
∙adequate accounting records have not been kept, or 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 Director's remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
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As explained more fully in the Director's responsibilities statement set out on page 2, the Director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Director is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Director either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditors' responsibilities for the audit of the financial statements
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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:
Capability of the audit in detecting irregularities, including fraud
Based on our understanding of the Company and industry, and through discussion with the Director (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to money laundering. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation
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Katz Advisers Limited
Independent auditors' report to the members of Katz Advisers Limited (continued)
of the financial statements such as the Companies Act 2006 and taxation legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to management bias in accounting estimates and judgemental areas of the financial statements such as the valuation of investments. Audit procedures performed by the engagement team included:
∙Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations and fraud; and
∙Assessment of identified fraud risk factors; and
∙Agreeing the value of investments to relevant investment reports; and
∙Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and
∙Review of significant and unusual transactions and evaluation of the underlying financial rationale supporting the transactions; and
∙Identifying and testing journal entries.
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.
As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
∙Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
∙Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Director.
∙Conclude on the appropriateness of the Director's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
∙Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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Katz Advisers Limited
Independent auditors' report to the members of Katz Advisers Limited (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.
Stephen Moss BSc (Hons) ACA (Senior statutory auditor)
for and on behalf of
Kreston Reeves LLP
Chartered Accountants
Statutory Auditor
London
23 November 2023
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Katz Advisers Limited
Statement of comprehensive income
For the period ended 28 February 2022
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Amounts written off investments
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Profit for the financial period
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There were no recognised gains and losses for 2022 other than those included in the statement of comprehensive income.
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There was no other comprehensive income for 2022.
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The notes on pages 12 to 19 form part of these financial statements.
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Page 8
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Katz Advisers Limited
Registered number: 13178540
Statement of financial position
As at 28 February 2022
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Net current (liabilities)/assets
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Total assets less current liabilities
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The financial statements were approved and authorised for issue by the board and were signed on its behalf on 21 November 2023.
The notes on pages 12 to 19 form part of these financial statements.
Page 9
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Katz Advisers Limited
Statement of changes in equity
For the period ended 28 February 2022
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Comprehensive income for the period
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Shares issued during the period
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The notes on pages 12 to 19 form part of these financial statements.
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Page 10
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Katz Advisers Limited
Statement of cash flows
For the period ended 28 February 2022
Cash flows from operating activities
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Profit for the financial period
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(Increase)/decrease in debtors
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Increase/(decrease) in creditors
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Net fair value losses recognised in profit and loss
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Net cash generated from operating activities
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Cash flows from investing activities
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Disposal/(purchase) of cryptocurrencies held to collect
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Sale of intangible assets
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Purchase of listed investments
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Sale of listed investments
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Purchase of unlisted and other investments
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Net cash from investing activities
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Cash flows from financing activities
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Net cash used in financing activities
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Net increase in cash and cash equivalents
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Cash and cash equivalents at the end of period
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Cash and cash equivalents at the end of period comprise:
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Page 11
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
Katz Advisers Limited is a private company limited by shares incorporated and domiciled in England and Wales. The address of its registered office is 2nd Floor, 168 Shoreditch High Street, London, E1 6RA. Details of the principal activity of the company are included in the Strategic Report.
2.Accounting policies
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Basis of preparation of financial statements
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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:
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Page 12
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
2.Accounting policies (continued)
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Rendering of services
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
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 income.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Crypto currencies
Crypto currencies that are held under a business model with the intention to “hold to collect” the associated cash flows are accounted for as intangible assets with an indefinite life. These assets are initially recognized on the balance sheet at cost and are remeasured at fair value at the end of each period with any gains or losses in the value recognised in the Statement of Profit and Loss and Other Comprehensive Income.
Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.
Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.
Page 13
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
2.Accounting policies (continued)
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Basic financial assets
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Page 14
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
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Judgments in applying accounting policies and key sources of estimation uncertainty
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In preparing the financial statements, management is required to make estimates and assumptions which affect reporting income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates.
Due to the simplicity of the Company's transaction streams and period end financial position, the directors consider there to be no critical judgements, estimates or assumption in the preparation of these financial statements aside from Crypto currencies.
Crypto currencies
The company holds a variety of cryptocurrencies at the reporting date with a period end value of £139,239. The Directors have reviewed this classification policy based on the collapse of major cryptocurrencies and also the de-pegging of other cryptocurrencies concluding that the environment surrounding de-centralised finance is highly volatile. Consequently the Directors have decided to classify all cryptocurrencies that are held under a business model “hold to collect” as intangibles.
Ultimately the Group has determined that cryptocurrency assets are highly volatile financial instruments which are most commonly recognised in accordance with IAS 38 – Intangible Assets. All coins that fall under the relevant business model mentioned above will now be held within Intangible Assets and revalued at each reporting date through the profit and loss and other comprehensive income, as explained within the accounting policies.
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An analysis of turnover by class of business is as follows:
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Analysis of turnover by country of destination:
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The operating profit is stated after charging:
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Page 15
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
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During the period, the Company obtained the following services from the Company's auditors:
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Fees payable to the Company's auditors for the audit of the Company's financial statements
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The average monthly number of employees, including the Director, during the period was as follows:
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Current tax on profits for the period
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Taxation on profit on ordinary activities
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Factors affecting tax charge for the period
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The tax assessed for the period is higher than the standard rate of corporation tax in the UK of 19%. The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19%
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Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
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Total tax charge for the period
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Page 16
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
8.Taxation (continued)
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Factors that may affect future tax charges
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Since 1 April 2017 there has been a single rate of corporation tax of 19% in place. From 1 April 2023, the main rate of corporation tax will rise to 25% for companies with profits over £250,000. For companies with profits of £50,000 or less, they will pay corporation tax at the small profits rate of 19%. Where a company’s profits fall between £50,000 and £250,000, they will pay corporation tax at the main rate reduced by marginal relief. The upper and lower limits will be proportionally reduced for short accounting periods and where there are associated companies.
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Intangible assets - cryptocurrencies
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Page 17
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Other taxation and social security
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Accruals and deferred income
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Financial assets measured at fair value through profit or loss
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Financial assets measured at fair value through profit or loss comprise of listed investments.
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Allotted, called up and fully paid
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1,000 Ordinary shares of £1.00 each
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On incorporation, the company issued 1,000 Ordinary shares of £1 at par value.
Page 18
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Katz Advisers Limited
Notes to the financial statements
For the period ended 28 February 2022
Share capital
The balance classified as share capital includes the total nominal value of the Company's equity share capital, comprising £1 ordinary shares.
Profit and loss account
The reserve records the accumulated earnings and losses of the Company.
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Related party transactions
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During the period, the company loaned the director a total of £909,275 which was still outstanding at the period end and is included within 'Other Debtors'. This amount has been repaid since the period end.
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The company is under the control of J Katz as majority shareholder.
Page 19
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