Registered number: 13748388
F2V OMAN HOLDINGS LIMITED
UNAUDITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE PERIOD ENDED 31 JANUARY 2023
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F2V OMAN HOLDINGS LIMITED
REGISTERED NUMBER: 13748388
BALANCE SHEET
AS AT 31 JANUARY 2023
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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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Total assets less current liabilities
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F2V OMAN HOLDINGS LIMITED
REGISTERED NUMBER: 13748388
BALANCE SHEET (CONTINUED)
AS AT 31 JANUARY 2023
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 Period 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 have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 8 form part of these financial statements.
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F2V OMAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2023
F2V Oman Holdings Limited is a private company, limited by shares, registeres in England and Wales, registration number 13748388. The registered office is 14 Old Queen Street, London, SW1H 9HP. The principal activity of the company during the period was that of a holding company for FtowV CPF SPC LLC, which is developing a flare gas capture project in Oman.
2.Accounting policies
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Basis of preparation of financial statements
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The company was incorporated on 17 November 2021. These are the first set of financial statements that have been prepared by the company and cover the period 17 November 2021 to 31 January 2023.
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:
The financial statements have been prepared on a going concern basis as detailed in note 10.
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Foreign currency translation
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Functional and presentation currency
The financial statements have been prepared in pounds sterling, the functional currency, rounded to the nearest £1.
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'.
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F2V OMAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2023
2.Accounting policies (continued)
Investments in subsidiaries are measured at cost less accumulated impairment.
Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet 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 balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.
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.
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 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 ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
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 Statement of Comprehensive Income.
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F2V OMAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2023
2.Accounting policies (continued)
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Financial instruments (continued)
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For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.
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.
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The average monthly number of employees, including directors, during the Period was 4.
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Investments in subsidiary companies
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F2V OMAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2023
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Amounts owed by group undertakings
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Amounts owed by associated undertakings
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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F2V OMAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2023
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Allotted, called up and fully paid
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550 Ordinary USD shares of $1.00 each
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450 Series A shares of $1.00 each
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4,600,000 Series B shares of $1.00 each
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On 17 November 2021 the Company issued 1 Ordinary GBP share of £0.01 each at par.
On 14 December 2021 the Company issued 100 Ordinary USD shares in its capital of $1 (£0.76) each. The shares were issued for a total consideration of $100 (£76). No share premium arose on this transaction.
On 16 December 2021 the Company repurchased and cancelled the 1 Ordinary GBP share of £0.01 each.
On 20 January 2022 the Company issued 450 Ordinary USD shares in its capital of $1 (£0.74) each. The shares were issued for a total consideration of $450 (£330). No share premium arose on this transaction.
On 7 February 2022 the Company issued 450 Ordinary Series A USD shares of $1 (£0.74) each in its capital for $3,111 each. The shares were issued for a total consideration of $1,400,000 (£1,033,886). Total share premium of $1,399,550 (£911,971) arose on this transaction.
On 20 June 2022 the Company issued 600,000 Ordinary Series B USD shares in its capital for $1 (£0.82) each. The shares were issued for a total consideration of $600,000 (£490,866). No share premium arose on this transaction.
On 5 January 2023 the Company issued 4,000,000 Ordinary Series B USD shares in its capital for $1 (£0.83) each. The shares were issued for a total consideration of $4,000,000 (£3,323,200). No share premium arose on this transaction.
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Related party transactions
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At the balance sheet date, £598,436 was owed by Flare2Value International Limited. The amount is unsecured, interest free and repayable on demand.
At the balance sheet date, £1,314,712 was owed by FtowV CPF SPC LLC, a wholly owed subsidiary. The amount is unsecured, interest free and repayable on demand.
At the balance sheet date, £23,643 was owed by F2Vi LLC, an associated entity. The amount is unsecured, interest free and repayable on demand.
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F2V OMAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2023
The company had net current assets of £4,220,510 and total net assets of £4,712,704.
The directors have assessed the use of going concern and have considered possible events or conditions that might cast significant doubt on the ability of the company to continue as a going concern. The directors have made this assessment for a period of at least twelve months from the date of the approval of these financial statements. The directors have concluded that there is a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and there are no material uncertainties about the company's ability to continue as a going concern. The directors, therefore, continue to adopt the going concern basis in preparing these financial statements.
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