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Registered number: 12972001










MACHAP HOLDINGS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

 
MACHAP HOLDINGS LIMITED
 
 
COMPANY INFORMATION


Directors
S Ghosh 
S Ghosh (appointed 1 January 2022)




Company secretary
R Mew



Registered number
12972001



Registered office
14 St Johns Road

Woking

Surrey

GU21 7SE




Independent auditors
Shaw Gibbs (Audit) Limited
Statutory Auditor

Wey Court West

Union Road

Farnham

Surrey

GU9 7PT





 
MACHAP HOLDINGS LIMITED
 

CONTENTS



Page
Group strategic report
1 - 2
Directors' report
3 - 4
Independent auditors' report
5 - 8
Consolidated income statement
9
Consolidated statement of comprehensive income
10
Consolidated statement of financial position
11 - 12
Company statement of financial position
13
Consolidated statement of changes in equity
14 - 15
Company statement of changes in equity
16 - 17
Consolidated statement of cash flows
18 - 19
Consolidated analysis of net debt
20
Notes to the financial statements
21 - 41


 
MACHAP HOLDINGS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

Introduction
 
The principal activity of the company during the year was that of a holding company. The activities of the subsidiaries comprised of management consultancy, international trading in petrochemicals and other commodities, property investment and group management. There have been no significant changes in the nature of these activities over that of the previous year.

Business review
 
The directors report that the Russian invasion of Ukraine caused extremely difficult trading conditions for the trading arm of the Group and resulted in a reduced turnover, by 25%, from the previous year for the UK-based companies. However these same conditions provided opportunities that were otherwise unavailable, and the profitability per trade was maintained. The management team are highly focussed on sourcing from countries other than Russia, and have established new suppliers in China, Malaysia and India. 
The directors are understanding of the performance of the Group which has proved to be very difficult, during 2022 we had to deal with the start of the Ukraine conflict which had an adverse effect on our business incurring a loss at the end of 2022.  As the group looks to reduce its exposure to the region they are confident that the company will return to trade profitably in the coming year.
The balance sheet has taken a hit with the losses from 2022 but it remains solvent.

Principal risks and uncertainties
 
he group’s operations are exposed to a variety of financial risks which are not material. In addition, for the international chemical trading subsidiary, the group keeps its exposure to changes in market prices to a minimum by adhering to a strict stock policy. 
The group has in place a risk management programme that seeks to limit any adverse effects of foreign exchange variances or credit risk to the group. The groups system of internal financial control, including bespoke trade management software, is highly geared towards effective management of its business. 
The number of sales made on letter of credit was 71% during the year, with the remaining based on TT or DP Sight, thereby minimising credit risk and reducing the risk of bad debts. 

Financial key performance indicators
 
            2022   2021
Gross profit percentage         
 4.21%   4.03%
Current ratio           
 1.01:1   1.57:1

Page 1

 
MACHAP HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Directors' statement of compliance with duty to promote the success of the Group
 
The group of companies held by Machap was established in 1991, specialising in the supply of chemicals and other raw material commodities, together with consulting and admin support as the opportunities present themselves. In doing so, we have established and maintained a reputation for high standards of business conduct. 
We are committed to providing our Suppliers and Customers with the highest quality of service, using innovative logistics solutions and fast turn-around of documentation. 
Despite having offices around the world, all management communicate effectively on a daily basis, with additional weekly management meetings and an annual management conference. Every decision that the Directors take is underpinned by the right consideration after consulting with the managers with the most appropriate knowledge and industry experience. Opportunities are sought whilst mitigating associated risks. 
The company is an equal opportunities employer where everyone receives equal treatment and career development regardless of age, gender, nationality, ethnic origin, religion, marital status, sexual orientation, or disability. Our employees are valuable assets, and remuneration is kept at a level that will enhance the company’s resources by securing and retaining quality staff who can deliver the group’s strategic ambitions in a manner consistent with both its purpose and the interest of the shareholders. 


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







S Ghosh
Director

Date: 23 January 2024

Page 2

 
MACHAP HOLDINGS LIMITED
 
 
 
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.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group'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 Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £942,959 (2021 - profit £478,666).

A dividend has not been recommended.

Directors

The directors who served during the year were:

S Ghosh 
S Ghosh (appointed 1 January 2022)

Page 3

 
MACHAP HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Engagement with suppliers, customers and others

Millman Limited is an international commodities trading company. Our business development is subject to global commodities prices and macroeconomic dynamics. 
Our business strategy is focused on having dedicated colleagues, ‘on-the-ground’, engaging directly with customers, storage facilities, freight counterparties and suppliers and understanding their value/supply chains. As commodities is a dynamic business impacted by global supply and demand balances, our business development will adjust and pivot to meet customer demands and supplier capacity constraints. This is also applied to freight markets which have been heavily constricted due to both the availability of fuel oil and vessels arising from the COVID-19 global pandemic.

Greenhouse gas emissions, energy consumption and energy efficiency action

The Group is office-based with energy consumption in the United Kingdom less than 40,000kWh during the reporting period so is therefore exempt from providing information in respect of greenhouse gas emissions and energy consumption and action taken to improve energy efficiency.





Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director 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 and the Group's auditors are aware of that information.

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







S Ghosh
Director

Date: 23 January 2024

Page 4

 
MACHAP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MACHAP HOLDINGS LIMITED
 

Opinion


We have audited the financial statements of Machap Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2022, which comprise the Consolidated income statement, the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Company statement of financial position, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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 Group's and of the parent Company's affairs as at 31 December 2022 and of the Group's loss for the year 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.


Basis for opinion


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 Group 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


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.


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 Group's or the parent 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 directors with respect to going concern are described in the relevant sections of this report.


Page 5

 
MACHAP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MACHAP HOLDINGS LIMITED (CONTINUED)


Other information


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 ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Group 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 Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 6

 
MACHAP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MACHAP HOLDINGS LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 3, the directors are 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 directors determine 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 directors are responsible for assessing the Group's and the parent 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 directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Auditors' responsibilities for the audit of the financial statements
 

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 Group 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 gained an understanding of the legal and regulatory framework applicable to the group and the industries in which it operates, and considered the risk of acts by the individual companies and group as a whole that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to , the Companies Act 2006 and UK tax legislation. 
Our tests included agreeing the financial statement disclosures to underlying supporting documentation and  enquiries with management.  There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.


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.


Page 7

 
MACHAP HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MACHAP HOLDINGS LIMITED (CONTINUED)


Use of our report
 

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 2006Our 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.







Mark Dickinson FCA (Senior statutory auditor)
for and on behalf of
Shaw Gibbs (Audit) Limited
Statutory Auditor
Wey Court West
Union Road
Farnham
Surrey
GU9 7PT

24 January 2024
Page 8

 
MACHAP HOLDINGS LIMITED
 
 
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
Note
£
£

  

Turnover
 4 
60,385,976
81,638,145

Cost of sales
  
(58,947,175)
(78,351,275)

Gross profit
  
1,438,801
3,286,870

Administrative expenses
  
(2,693,924)
(2,657,595)

Other operating income
 5 
69,150
69,000

Fair value movements
  
262,500
(64,600)

Operating (loss)/profit
 6 
(923,473)
633,675

Interest receivable and similar income
 10 
(220)
30

Interest payable and similar expenses
 11 
(72,736)
(16,662)

(Loss)/profit before tax
  
(996,429)
617,043

Tax on (loss)/profit
 12 
53,470
(138,377)

(Loss)/profit for the financial year
  
(942,959)
478,666

(Loss)/profit for the year attributable to:
  

Owners of the parent
  
(942,959)
478,666

  
(942,959)
478,666

The notes on pages 21 to 41 form part of these financial statements.

Page 9

 
MACHAP HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
£
£


(Loss)/profit for the financial year

  

(942,959)
478,666

Other comprehensive income
  


Foreign currency retranslation
  
1,184,246
36,163

Other comprehensive income for the year
  
1,184,246
36,163

Total comprehensive income for the year
  
241,287
514,829

(Loss)/profit for the year attributable to:
  


Owners of the parent Company
  
(942,959)
478,666

Total comprehensive income attributable to:
  


Owners of the parent Company
  
241,287
514,829

The notes on pages 21 to 41 form part of these financial statements.

Page 10

 
MACHAP HOLDINGS LIMITED
REGISTERED NUMBER: 12972001

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Tangible assets
 14 
16,845
7,151

Investment property
 16 
2,637,500
2,375,000

  
2,654,345
2,382,151

Current assets
  

Stocks
 17 
822,694
144,344

Debtors: amounts falling due within one year
 18 
16,438,038
17,232,921

Cash at bank and in hand
 19 
784,872
423,070

  
18,045,604
17,800,335

Creditors: amounts falling due within one year
 20 
(10,733,426)
(11,302,741)

Net current assets
  
 
 
7,312,178
 
 
6,497,594

Total assets less current liabilities
  
9,966,523
8,879,745

Creditors: amounts falling due after more than one year
 21 
(817,411)
-

Provisions for liabilities
  

Deferred taxation
 24 
(82,829)
(54,704)

Other provisions
 25 
(6,393)
(6,438)

  
 
 
(89,222)
 
 
(61,142)

Net assets
  
9,059,890
8,818,603


Capital and reserves
  

Called up share capital 
 26 
8,279
8,279

Investment property reserve
 27 
964,256
729,881

Merger reserve
 27 
(8,177)
(8,177)

Profit and loss account
 27 
8,095,532
8,088,620

Equity attributable to owners of the parent Company
  
9,059,890
8,818,603

  
9,059,890
8,818,603


Page 11

 
MACHAP HOLDINGS LIMITED
REGISTERED NUMBER: 12972001
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2022

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 






S Ghosh
Director

Date: 23 January 2024

The notes on pages 21 to 41 form part of these financial statements.

Page 12

 
MACHAP HOLDINGS LIMITED
REGISTERED NUMBER: 12972001

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Investments
 15 
5,008,912
5,008,912

  
5,008,912
5,008,912

Current assets
  

Debtors: amounts falling due within one year
 18 
100
100

  
100
100

Creditors: amounts falling due within one year
 20 
(5,000,733)
(5,000,733)

Net current liabilities
  
 
 
(5,000,633)
 
 
(5,000,633)

Total assets less current liabilities
  
8,279
8,279

  

  

Net assets
  
8,279
8,279


Capital and reserves
  

Called up share capital 
 26 
8,279
8,279

  
8,279
8,279


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 






S Ghosh
Director

Date: 23 January 2024

The notes on pages 21 to 41 form part of these financial statements.

Page 13

 
MACHAP HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Investment property reserve
Merger reserve
Profit and loss account
Total equity

£
£
£
£
£

At 1 January 2022
8,279
729,881
(8,177)
8,088,620
8,818,603


Comprehensive income for the year

Loss for the year

-
-
-
(942,959)
(942,959)

Foreign currency retranslation
-
-
-
1,184,246
1,184,246


Other comprehensive income for the year
-
-
-
1,184,246
1,184,246


Total comprehensive income for the year
-
-
-
241,287
241,287

Transfer to/from profit and loss account
-
234,375
-
(234,375)
-


At 31 December 2022
8,279
964,256
(8,177)
8,095,532
9,059,890


The notes on pages 21 to 41 form part of these financial statements.

Page 14

 
MACHAP HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021


Called up share capital
Investment property reserve
Merger reserve
Profit and loss account
Total equity

£
£
£
£
£

At 1 January 2021
8,279
797,485
(8,177)
7,506,187
8,303,774


Comprehensive income for the year

Profit for the year

-
-
-
478,666
478,666

Foreign currency retranslation
-
-
-
36,163
36,163


Other comprehensive income for the year
-
-
-
36,163
36,163


Total comprehensive income for the year
-
-
-
514,829
514,829

Transfer to/from profit and loss account
-
(67,604)
-
67,604
-


At 31 December 2021
8,279
729,881
(8,177)
8,088,620
8,818,603


The notes on pages 21 to 41 form part of these financial statements.

Page 15

 
MACHAP HOLDINGS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Total equity

£
£

At 1 January 2022
8,279
8,279


Other comprehensive income for the year
-
-


Total comprehensive income for the year
-
-


Total transactions with owners
-
-


At 31 December 2022
8,279
8,279


The notes on pages 21 to 41 form part of these financial statements.

Page 16

 
MACHAP HOLDINGS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021


Called up share capital
Total equity

£
£

At 1 January 2021
8,279
8,279


Other comprehensive income for the year
-
-


Total comprehensive income for the year
-
-


Total transactions with owners
-
-


At 31 December 2021
8,279
8,279


The notes on pages 21 to 41 form part of these financial statements.

Page 17

 
MACHAP HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(942,959)
478,666

Adjustments for:

Depreciation of tangible assets
2,619
11,129

Loss on disposal of tangible assets
(417)
-

Interest paid
72,736
16,662

Interest received
220
(30)

Taxation charge
(53,470)
138,377

(Increase)/decrease in stocks
(678,351)
111,750

Decrease/(increase) in debtors
906,757
(27,533)

Increase/(decrease) in creditors
1,979,946
(3,580,552)

Increase in amounts owed to groups
269,413
14,678

(Decrease)/increase in provisions
(45)
-

Net fair value (gains)/losses recognised in P&L
(262,500)
64,600

Corporation tax (paid)
(163,280)
(67,563)

Foreign currency
1,184,246
36,163

Net cash generated from operating activities

2,314,915
(2,803,653)


Cash flows from investing activities

Purchase of tangible fixed assets
(12,314)
(1,936)

Sale of tangible fixed assets
417
-

Interest received
(220)
30

Net cash from investing activities

(12,117)
(1,906)

Cash flows from financing activities

New secured loans
-
10,357

Repayment of loans
(1,715,421)
-

Other new loans
817,411
970,243

Repayment of other loans
(970,243)
-

Interest paid
(72,736)
(16,662)

Net cash used in financing activities
(1,940,989)
963,938

Net increase/(decrease) in cash and cash equivalents
361,809
(1,841,621)

Cash and cash equivalents at beginning of year
423,063
2,264,684

Cash and cash equivalents at the end of year
784,872
423,063


Cash and cash equivalents at the end of year comprise:
Page 18

 
MACHAP HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022


2022
2021

£
£


Cash at bank and in hand
784,872
423,070

Bank overdrafts
-
(7)

784,872
423,063


The notes on pages 21 to 41 form part of these financial statements.

Page 19

 
MACHAP HOLDINGS LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2022




At 1 January 2022
Cash flows
At 31 December 2022
£

£

£

Cash at bank and in hand

423,070

361,802

784,872

Bank overdrafts

(7)

7

-

Debt due after 1 year

-

-

-

Debt due within 1 year

(2,685,998)

1,867,894

(818,104)


(2,262,935)
2,229,703
(33,232)

The notes on pages 21 to 41 form part of these financial statements.

Page 20

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

Machap Holdings Limited, (registered number 12972001), was incorporated on 23 October 2020. It is a private company limited by shares and incorporated in England. Its registered office address is 14 St Johns Road, Woking, Surrey, GU21 7SE.
These consolidated financial statements comprise the company and its subsidiaries (together referred to as the "Group").

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 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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Income statement in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the merger accounting method.  On 30 December 2020 Machap Holdings Limited acquired 100% of the share capital of A.P. (Holdings) Limited through a share for share transfer.  Both entities are owned by Avenue Trust Company Limited therefore ultimate equity holders remained the same.  In the Statement of financial position, the assets and liabilities of the merged operations are recognised at book value from the beginning of the financial year in which the combination occurred.  The results of merged operations are included in the Consolidated income statement from the beginning of the financial year in which the combination occurred.  The comparative information has been restated for all combining entities for the previous reporting period and their statement of financial position for the previous reporting date.

Page 21

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Group's functional currency is USD. This differs from the presentational currency which is GBP. The reason for the difference is that the trading of the Group is carried out predominately in USD but the accounts are presented within the United Kingdom.

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 Consolidated income statement within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Page 22

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

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 Group 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.

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 23

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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 and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 24

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.10
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Motor vehicles
-
25%
straight-line
Fixtures and fittings
-
25%
straight-line
Computer equipment
-
33%
straight-line

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.

  
2.11

Investment property

Investment property is carried at fair value determined annually by the directors.  The basis of the valuation is a professional valuation undertaken in May 2022 taking into consideration movements in the market and property yields.  No depreciation is provided. Changes in fair value are recognised in profit or loss.

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.14

Debtors

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.

Page 25

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.15

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.

In the Consolidated 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 Group's cash management.

 
2.16

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.

 
2.17

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of financial position.

 
2.18

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Statement of financial position when the Group 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 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 Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Page 26

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.18
Financial instruments (continued)

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument 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.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Page 27

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.18
Financial instruments (continued)

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the Group's accounting policies, which are described in note 1, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources.  The estimates adn underlying assumptions are based upon 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. 
There are no sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements.

Page 28

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

4.


Turnover

£60,309,726 (2021: £81,125,200) of turnover was attributable to international chemicals trading with £76,250 (2021: £512,945)  being attributable to management and administrative consultancy.

Analysis of turnover by country of destination:

2022
2021
£
£

United Kingdom
1,029,634
512,945

Rest of Europe
1,727,520
-

Rest of the world
57,628,822
81,125,200

60,385,976
81,638,145



5.


Other operating income

2022
2021
£
£

Net rents receivable
69,150
69,000



6.


Operating (loss)/profit

The operating (loss)/profit is stated after charging:

2022
2021
£
£

Depreciation of tangible fixed assets
2,619
11,129

Exchange differences
422,467
(21,915)

Page 29

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

7.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors and their associates:


2022
2021
£
£

Fees payable to the Company's auditors and their associates for the audit of the consolidated and parent Company's financial statements
4,895
4,750

Fees payable to the Company's auditors and their associates in respect of:

The auditing of accounts of associates of the Company
29,500
27,780

Taxation compliance services
10,000
9,200

All non-audit services not included above
16,450
15,630


8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£


Wages and salaries
1,179,371
2,085,535
-
-

Social security costs
111,533
123,352
-
-

Cost of defined contribution scheme
7,538
6,182
-
-

1,298,442
2,215,069
-
-


The average monthly number of employees, including the directors, during the year was as follows:


        2022
        2021
            No.
            No.







Employees
31
32



Directors
2
2

33
34

Page 30

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

9.


Directors' remuneration

2022
2021
£
£

Directors' emoluments
60,000
60,000


The directors are the only key management personnel.


10.


Interest receivable

2022
2021
£
£


Other interest receivable
(220)
30


11.


Interest payable and similar expenses

2022
2021
£
£


Bank interest payable
72,736
16,662


12.


Taxation


2022
2021
£
£

Corporation tax


Current tax on profits for the year
(81,595)
140,956


Total current tax

(81,595)
140,956

Deferred tax


Unrealised gain on investment property
28,125
(2,579)

Total deferred tax

28,125
(2,579)


Taxation on (loss)/profit on ordinary activities
(53,470)
138,377
Page 31

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2021 - higher than) the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are explained below:

2022
2021
£
£


(Loss)/profit on ordinary activities before tax
(996,429)
617,043


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
(189,322)
117,238

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
124,282
5,938

Capital allowances for year in excess of depreciation
(2,591)
(5,390)

Fair value adjustment
(49,875)
12,274

Unrealised gain on investment property
28,125
3,004

Other differences leading to an increase (decrease) in the tax charge
35,911
5,313

Total tax charge for the year
(53,470)
138,377


Factors that may affect future tax charges

There are no factors which might affect future tax charges.


13.


Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Income statement in these financial statements. The profit after tax of the parent Company for the year was £Nil (2021 - £NIL).

Page 32

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

14.


Tangible fixed assets

Group






Motor vehicles
Fixtures, fittings & equipment
Total

£
£
£



Cost or valuation


At 1 January 2022
112,579
67,550
180,129


Additions
10,007
2,306
12,313


Disposals
(53,000)
(2,402)
(55,402)



At 31 December 2022

69,586
67,454
137,040



Depreciation


At 1 January 2022
112,579
60,399
172,978


Charge for the year on owned assets
583
2,036
2,619


Disposals
(53,000)
(2,402)
(55,402)



At 31 December 2022

60,162
60,033
120,195



Net book value



At 31 December 2022
9,424
7,421
16,845



At 31 December 2021
-
7,151
7,151

Page 33

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

15.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2022
5,008,912



At 31 December 2022
5,008,912




Machap Holdings Limited owns 100% of the share capital in the following companies, all of which are incorporated in England:
SGI Group Limited
Millman Limited
UMS Property Limited
Alman Limited
The following companies are owned via Millman Limited:
Millman (Shanghai) Limited, owned 100%, incorporated in China
Millman (India) Limited, owned 99%, incorporated in India
Machap also owns 100% of:
AP (Holdings) Limited, incorporated in Guernsey.
 


Page 34

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

16.


Investment property

Group


Freehold investment property

£



Valuation


At 1 January 2022
2,375,000


Additions at cost
262,500



At 31 December 2022
2,637,500

The 2022 valuations were made by directors, on an open market value for existing use basis.



If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:

2022
2021
£
£


Historic cost
1,813,899
1,813,899

Accumulated depreciation and impairments
(591,459)
(580,448)

1,222,440
1,233,451

The 2022 valuations were made by directors, on an open market value for existing use basis.


17.


Stocks

Group
Group
2022
2021
£
£

Finished goods and goods for resale
822,694
144,344


Page 35

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

18.


Debtors

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£


Trade debtors
6,136,117
13,893,133
-
-

Other debtors
3,857,772
36,345
100
100

Prepayments and accrued income
6,444,149
3,303,443
-
-

16,438,038
17,232,921
100
100



19.


Cash and cash equivalents

Group
Group
2022
2021
£
£

Cash at bank and in hand
784,872
423,070

Less: bank overdrafts
-
(7)

784,872
423,063


Page 36

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Bank overdrafts
-
7
-
-

Bank loans
-
1,715,421
-
-

Other loans
-
970,243
-
-

Trade creditors
508,103
4,523,778
-
-

Amounts owed to group undertakings
2,539,286
2,269,872
5,000,733
5,000,733

Corporation tax
18
133,023
-
-

Other taxation and social security
36,695
62,367
-
-

Other creditors
7,098,667
309,710
-
-

Accruals and deferred income
550,657
1,318,320
-
-

10,733,426
11,302,741
5,000,733
5,000,733



The following liabilities were secured:
Group
Group
2022
2021
£
£

Bank loan
-
1,715,421

-
1,715,421

Details of security provided:

The bank loan, received by Millman Limited, is secured by way of a fixed and floating charge over the company's assets as well as a fixed charge over the following freehold land and buildings owned by UMS Property Limited:
Rolly Stone Cottage, Golf Club Road, Woking, GU22 0LS
Stowford, Golf Club Road, Woking, GU22 0LS.


21.


Creditors: Amounts falling due after more than one year

Group
Group
2022
2021
£
£

Other loans
817,411
-

817,411
-




Page 37

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

22.


Loans


Analysis of the maturity of loans is given below:


Group
Group
2022
2021
£
£

Amounts falling due within one year

Bank loans
-
1,715,421

Other loans
-
970,243


-
2,685,664


Amounts falling due 2-5 years

Other loans
817,411
-


817,411
2,685,664



23.


Financial instruments

Group
Group
2022
2021
£
£

Financial assets

Financial assets measured at fair value through profit or loss
2,637,500
2,375,000




Financial assets measured at fair value through profit or loss comprise of investment properties


24.


Deferred taxation


Group



2022


£






At beginning of year
(54,704)


Charged to profit or loss
(28,125)



At end of year
(82,829)

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MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
24.Deferred taxation (continued)

Group
Group
2022
2021
£
£

Unrealised gain
82,829
54,704

82,829
54,704


25.


Provisions


Group




£





At 1 January 2022
6,438


Charged to profit or loss
(45)



At 31 December 2022
6,393

The Group holds a provision equal to $10,000 to cover any possible claims made for shortages in goods shipped just prior to year end.

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MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

           25.Provisions (continued)


26.


Share capital

2022
2021
£
£
Allotted, called up and fully paid



8,279 (2021 - 8,279) Ordinary shares of £1.00 each
8,279
8,279



27.


Reserves

Investment property reserve

Fair value adjustments to investment properties net of deferred tax provision

Merger Reserve

Arising from a business combination where the nominal value of shares issued exceeds the nominal value of the shares received in exchange.

Profit and loss account

Includes accumulated results for the group and foreign currency retranslation movements net of dividends.


28.


Commitments under operating leases

At 31 December 2022 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2022
2021
£
£

Not later than 1 year
31,250
31,642

Later than 1 year and not later than 5 years
31,250
62,500

62,500
94,142
Operating lease payments recognised as an expense in the year were £36,631 (2021: £34,359).


29.


Related party transactions

As at the year end A.P. (Holdings) Limited owed The Annapurna Trust £2,539,286 (2021 - £2,269,872).

Page 40

 
MACHAP HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

30.


Controlling party

The parent undertaking of Machap Holdings Limited is Annapurna Trust.

Page 41