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Registered number: 11454207









FLENDER SPV LIMITED







UNAUDITED

DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JULY 2023

 
FLENDER SPV LIMITED
 
 
COMPANY INFORMATION


Director
Gerry Jennings 




Joint company secretaries
Essex Law Limited



Registered number
11454207



Registered office
Unit 16 Essex Enterprise Centre 1-2 Davy Road
Gorse Lane Industrial Estate

Clacton-On-Sea

CO15 4XD




Accountants
Wisteria Limited

The Grange Barn

Pikes End

Pinner

Middlesex

HA5 2EX





 
FLENDER SPV LIMITED
 

CONTENTS



Page
Directors' Report
1
Accountants' Report
2
Profit and Loss Account
3
Balance Sheet
4
Statement of Changes in Equity
5
Notes to the Financial Statements
6 - 9


 
FLENDER SPV LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2023

The directors present their report and the financial statements for the year ended 31 July 2023.

Directors

The directors who served during the year were:

Gerry Jennings 
David Mc Namara (resigned 7 November 2022)
Graham Byrne (resigned 21 September 2023)

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board on 22 February 2024 and signed on its behalf.
 





................................................
Gerry Jennings
Director

Page 1

 
FLENDER SPV LIMITED
 
 
  
CHARTERED ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF FLENDER SPV LIMITED
FOR THE YEAR ENDED 31 JULY 2023

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Flender SPV Limited for the year ended 31 July 2023 which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Changes in Equity and the related notes from the Company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW)we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com /regulation.

This report is made solely to the Board of Directors of Flender SPV Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the financial statements of Flender SPV Limited  and state those matters that we have agreed to state to the Board of Directors of Flender SPV Limited, as a body, in this report in accordance with ICAEW Technical Release TECH07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Flender SPV Limited and its Board of Directors, as a body, for our work or for this report. 

It is your duty to ensure that Flender SPV Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of Flender SPV Limited. You consider that Flender SPV Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or review of the financial statements of Flender SPV Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

  



Wisteria Limited
 
The Grange Barn
Pikes End
Pinner
Middlesex
HA5 2EX
22 February 2024
Page 2

 
FLENDER SPV LIMITED
 
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JULY 2023

2023
2022
Note
£
£

  

Revenue
  
12,976
86,672

Cost of sales
  
-
(71,726)

Gross profit
  
12,976
14,946

Administrative expenses
  
31,077
(110,383)

Other operating income
  
196,054
-

Operating profit/(loss)
  
240,107
(95,437)

Amounts written off intercompany
  
254,518
-

Profit/(loss) before tax
  
494,625
(95,437)

Tax on profit/(loss)
 4 
-
-

Profit/(loss) for the financial year
  
494,625
(95,437)

The notes on pages 6 to 9 form part of these financial statements.

Page 3

 
FLENDER SPV LIMITED
REGISTERED NUMBER: 11454207

BALANCE SHEET
AS AT 31 JULY 2023

2023
2022
Note
£
£

  

Current assets
  

Loans and advances
 5 
-
325,014

Cash at bank and in hand
 6 
97,652
14,513

  
97,652
339,527

Creditors: amounts falling due within one year
 7 
(86,944)
(568,926)

Total assets less current liabilities
  
10,708
(229,399)

Creditors: amounts falling due after more than one year
 8 
-
(254,518)

  

Net assets/(liabilities)
  
10,708
(483,917)


Capital and reserves
  

Called up share capital 
  
1
1

Profit and loss account
  
10,707
(483,918)

  
10,708
(483,917)


The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

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 financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 February 2024.




................................................
Gerry Jennings
Director

The notes on pages 6 to 9 form part of these financial statements.

Page 4

 
FLENDER SPV LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 August 2021
1
(388,481)
(388,480)


Comprehensive income for the year

Loss for the year
-
(95,437)
(95,437)



At 1 August 2022
1
(483,918)
(483,917)


Comprehensive income for the year

Profit for the year
-
494,625
494,625


At 31 July 2023
1
10,707
10,708


The notes on pages 6 to 9 form part of these financial statements.

Page 5

 
FLENDER SPV LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023

1.


General information

Flender SPV Limited is a private company limited by share capital, incorporated in England and Wales, registration number 11454207. The address of the registered office is Unit 16 Essex Enterprise Centre 1-2 Davy Road, Gorse Lane Industrial Estate, Clacton-On-Sea, United Kingdom, CO15 4XD.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared on a going concern basis as the director believes adequate resources exist to enable it to meet its working capital requirements for at least twelve months from approval of these financial statements.

 
2.3

Foreign currency translation

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.

 
2.4

Revenue

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:

 
2.5

Taxation

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 balance sheet date in the countries where the Company operates and generates income.

Page 6

 
FLENDER SPV LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023

2.Accounting policies (continued)

 
2.6

Loan and advances

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.

 
2.7

Cash and cash equivalents

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.

 
2.8

Creditors

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.

 
2.9

Financial instruments

The Company only enters into basic financial instrument 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 the Profit and Loss Account.

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.


3.


Employees

The average monthly number of employees, including directors, during the year was 1 (2022 - 2).

Page 7

 
FLENDER SPV LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023

4.


Taxation


2023
2022
£
£



Total current tax
-
-

Factors affecting tax charge for the year

There were no factors that affected the tax charge for the year which has been calculated on the profits on ordinary activities before tax at the standard rate of corporation tax in the UK of  19% (2022 - 19%).



Factors that may affect future tax charges

The tax charge for the year was €nil (2022: €nil). The company has tax losses at the year end of €251,299 (2022: €505,429).


5.


Loan and advances

2023
2022
£
£



Loans and advances
-
325,014

-
325,014


The loans and advances asset balance comprises the total of present and future borrower repayments as at the reporting date. As at 31st July 2023 the loans and advances balance was €382,228 (2022: €633,725).
During the year ended 31st July 2023 the company recognised a provision for doubtful debts of €382,228 (2022: €308,711).


6.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
97,652
14,513

97,652
14,513


Page 8

 
FLENDER SPV LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023

7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Other creditors
56,519
563,379

Accruals and deferred income
30,425
5,547

86,944
568,926


On 1st August 2018 the company entered into a Series A (Senior) loan agreement with B.G Finance S.A., whereby €4,000,000 was made available. As at 31st July 2023 the senior loan balance within other creditors was €Nil (2022: €Nil). As at  31st August 2018 the company entered into Series B (Junior) loan agreements totalling €1,130,000. As at 31st July 2023 the junior loan balance within other creditors was €56,519 (2021: €563,379).


8.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Amounts owed to group undertakings
-
254,518

-
254,518


Amounts owed to group undertakings are unsecured, interest-free, have no fixed date of repayment and are repayable on demand.


9.


Related party transactions

Included in creditors: amounts falling due after more than one year is an amount of €Nil (2022: €256,378) owed to NKK Finance Limited.

 
Page 9