Company registration number 05913305 (England and Wales)
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
£
£
£
£
Current assets
Debtors
5
440,729
780,139
Cash at bank and in hand
348,661
794,202
789,390
1,574,341
Creditors: amounts falling due within one year
6
(300,688)
(439,889)
Net current assets
488,702
1,134,452
Capital and reserves
Called up share capital
7
40,001
40,001
Profit and loss reserves
448,701
1,094,451
Total equity
488,702
1,134,452
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 18 April 2024 and are signed on its behalf by:
A Granberg
Director
Company registration number 05913305 (England and Wales)
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
1
Accounting policies
Company information
Euroconsult International Mergers & Acquisitions Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2 Leman Street, London, E1W 9US. The registered number is 05913305.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared on the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The financial statements have been prepared on a going concern basis, the validity of which is dependent upon the continuing financial support of the parent company.
As at 31 December 2023, the company has an intercompany receivable balance of £274,900 (2022: £483,493) with its parent, Euroconsult Inc. Letter of support was obtained from the parent, confirming to continue to provide financial support to the company for the next 12 months from the date of the signing of financial report, as and when required, such that it may pay its debts as they fall due.
The company meets its day-to-day working capital requirements through use of the cash generated by the business and the directors and management have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and therefore the accounts are prepared on a going concern basis.
1.3
Turnover
The company derives its revenue from consultancy services related to mergers and acquisitions. Revenue is measured as the amount of consideration that the company expects to receive in exchange for providing services, net of VAT.
Revenue is recognized when the control of the services is transferred to the customer, that is when the performance obligations are satisfied by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognized only to the extent of the expenses recognized that it is probable will be recovered.
1.4
Cash at bank and in hand
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 3 -
1.5
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.6
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.7
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 4 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.8
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.9
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.10
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.11
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
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 the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
19
16
4
Directors' remuneration
2023
2022
£
£
Remuneration paid to directors
1,564,468
1,452,147
5
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
65,148
98,568
Amounts owed by group undertakings
274,900
483,493
Other debtors
100,681
198,078
440,729
780,139
6
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
37,392
29,621
Corporation tax
25,388
25,388
Other taxation and social security
211,512
352,919
Other creditors
26,396
31,961
300,688
439,889
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
7
Called up share capital
2023
2022
£
£
Ordinary share capital
Issued and fully paid
1 Ordinary Share of £1 each
1
1
Preference share capital
Issued and fully paid
40,000 Preference Shares of £1 each
40,000
40,000
Preference shares classified as equity
40,000
40,000
Total equity share capital
40,001
40,001
The company has one class of ordinary shares which have attached to them full voting, dividend and capital distribution rights.
Additionally the company has in issue 40,000 redeemable preference shares of £1 each.
The holder of these shares shall be entitled to payment of dividends in priority to any payment of dividend on any other class of share.
Dividends may only be paid on these shares to the extent that the financial resources of the company, after payment of the dividend, exceed 120% (or a percentage defined by the Financial Conduct Authority) of the minimum financial resources required from time to time by the Financial Conduct Authority. Payment of dividend is otherwise permitted pursuant to the rules of the Financial Conduct Authority.
On a return of assets on liquidation or otherwise, the surplus assets of the company remaining after the payment of its liabilities shall be applied first in paying the holders the nominal amount paid on such shares together with the sum equal to any arrears or deficiency on any declared dividends on them.
These shares do not carry voting rights.
The company shall have the right at any time, upon giving at least one months notice to the relevant shareholders, to redeem all or any of the redeemable preference shares at par. Redemption is purely at the option of the company, therefore the preference shares are treated as equity.
8
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Statutory Auditor:
Gravita Audit Limited
Date of audit report:
18 April 2024
EUROCONSULT INTERNATIONAL MERGERS & ACQUISITIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
9
Operating lease commitments
Lessee
Operating lease payments represent rentals payable by the company for certain of its properties. Leases are negotiated for an average term of 2 years and rentals are fixed for this period at the prevailing market rate.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2023
2022
£
£
Rent commitment
312,750
558,510
10
Related party transactions
The company has taken advantage of the exemptions laid out in Financial Reporting Standard 102 section 1A that requires only the disclosure of material transactions with related parties that have not been concluded under normal market conditions.
11
Parent company
The parent undertaking and the smallest and largest group to consolidate these financial statements is Euroconsult Inc, a company registered in New York State, USA. The registered office is 885 Third Avenue, 34th Floor, New York, NY 10022, United States of America.