Sardis Capital Limited
Annual Report and Financial Statements
For the year ended 31 December 2023
Company Registration No. 04482188 (England and Wales)
Sardis Capital Limited
Company Information
Director
M O A Mardin
Secretary
M O A Mardin
Company number
04482188
Registered office
6th Floor
9 Appold Street
London
EC2A 2AP
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Sardis Capital Limited
Contents
Page
Strategic report
1 - 3
Director's report
4 - 5
Director's responsibilities statement
6
Independent auditor's report
7 - 10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 24
Sardis Capital Limited
Strategic Report
For the year ended 31 December 2023
Page 1

The director presents the strategic report for the year ended 31 December 2023.

Review of the business

The company achieved satisfactory turnover this year and after incurring overheads has made a profit after taxation of £127,805 (2022: £220,730). The nature of the industry means that income fluctuates depending on the projects ongoing during the year. The company continues to win new work and the director expects the company to remain profitable. There are currently more opportunities arising in 2024 and the director is optimistic about the future. Upcoming prospects for 2024 include multiple transactions that should lead to strong fees for the company.

 

The balance sheet position is adequate this year and the company continues to meet liabilities as they fall due and to meet capital adequacy requirements.

Prinicipal risks and uncertainities

The principal risks to which the business is exposed include, but may not be limited to, the following:

 

a) Regulatory Risk

 

The company is regulated by the Financial Conduct Authority ('FCA') in respect of its business in the United Kingdom. Failure to comply with the regulations set out by the FCA could lead to disciplinary action, financial penalties and reputational damage. The company engages with the FCA by way mandatory regulatory reporting as well as any ad hoc interactions required by changing regulations and requirements. The company is also in regular communication with the firms external compliance consultants.

 

b) Market Risk

 

Opportunities in the industry could be tempered in the event of lowered confidence in the European technology M&A market and the risk averse attitude being taken by potential clients, investors and acquirers. The team maintain their levels of work to ensure that the company continues to trade well in a competitive market.

 

c) Credit risk

 

Credit risk arises principally from cash and cash equivalents and deposits with banks and financial institutions as well as credit exposure to customers including committed transactions and outstanding receivables. The company reviews its banking arrangements carefully to minimise such risks and has put in place credit control procedures to mitigate against risks arising from customers including the obtaining of references, setting of credit limits and monitoring of limits. Credit risk also arises on loans to connected parties. This risk is mitigated through careful consideration of the underlying investment and future performance of the entities.

Analysis based on Key Performance Indicators (KPIs)

The director considers the turnover and cash balance to be the key performance indicators. The turnover achieved is £549,867 (2022: £433,671); a variance of this level is considered satisfactory in the current economic climate. The cash balance of £100,461 (2022: £22,273) at the year end is adequate as a result of the activity of the year.

Sardis Capital Limited
Strategic Report (Continued)
For the year ended 31 December 2023
Page 2
Statement by the director relating to their statutory duties under section 172(1) of the Companies Act 2006

The director, in line with his duties under s172 of the Companies Act 2006, acts individually in the way he considers, in good faith, would be most likely to promote the success of the company for the benefit of its member, and in doing so have regard, amongst other matters, to the:

 

 

The director's regard to these matters is embedded in the decision-making process, through the company's business strategy, culture, governance framework, management information flows and stakeholder engagement processes. The company's business strategy is focused on achieving success for the company in the long term. In setting this strategy, the director takes into account the impact of relevant factors and stakeholder interests on the company's performance. The director also identifies the principal risks facing the business and sets risk management objectives. The director promotes a culture of upholding the highest standards of business conduct and regulatory conduct. The director ensures these core values are embedded in the company's policies and procedures and its risk control and oversight framework. The director recognises that building strong and lasting relationships with stakeholders will help to deliver the company's strategy in line with the long term values, and operate as a sustainable business.

 

Stakeholders

The director understands the importance of engagement with all stakeholders and gives appropriate weighting to the outcome of their decisions for the relevant stakeholder in weighing up how best to promote the success of the company. The director regularly considers issues concerning clients, suppliers, community and environment and regulators in their decision-making process. In addition to this, the director seeks to understand the interests and views of the company's stakeholders by engaging with them directly when required. The below summarises the key stakeholders and how the director engages with each:

 

Clients

Clients are at the centre of the business. The director aims to build lasting relationships with current and potential clients to understand their objectives and requirements. The director is in regular contact with clients in order to meet their needs.

 

Suppliers

The director works with a wide range of suppliers and remains committed to being fair and transparent in their dealings with all of the company's suppliers. The company has procedures in place requiring due diligence of suppliers as to their internal governance, including for example, their anti-bribery and corruption practices, data protection policies and modern slavery matters. The company has systems and procedures in place to ensure suppliers are paid in a timely manner.

 

Regulators

Having a positive dialogue with the regulators means the director can help them to understand the company's business model and strategy, culture and focus for doing the right thing for the company's clients. The director aims to achieve a transparent relationship with the regulators, as well as providing an insight into any challenges the company may face.

Sardis Capital Limited
Strategic Report (Continued)
For the year ended 31 December 2023
Page 3
Statement by the director relating to their statutory duties under section 172(1) of the Companies Act 2006 (continued)

 

Community and The Environment

Considering the impact of the company's actions as a business on the wider interests of society is an important part of being a responsible business. The director sees themselves as part of the community in which they live and work, and seek to actively contribute, and actively engaging with them is an important part of who they are.

On behalf of the board

M O A Mardin
Director
23 April 2024
Sardis Capital Limited
Director's Report
For the year ended 31 December 2023
Page 4
The director has pleasure in presenting his report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company throughout the year was the provision of financial and strategic advisory services for companies in the technology industry interested in mergers and acquisitions or refinancing.  The company is authorised and regulated by the Financial Conduct Authority.
Results and dividends

The results for the year are set out on page 11.

During the year the company paid a dividend of £155,612 (2022: £250,000) to its shareholders.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

M O A Mardin
Supplier payment policy

The company's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

 

The company's current policy concerning the payment of trade creditors is to:

 

Trade creditors of the company at the year end were equivalent to 1 day's purchases, based on the average daily amount invoiced by suppliers during the year.

Financial instruments
Liquidity risk

The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs of the business.

Foreign currency risk

The company’s principal foreign currency exposures arise from trading with overseas companies. Company policy permits but does not demand that these exposures may be hedged in order to fix the cost in sterling. This hedging activity involves the use of foreign exchange forward contracts.

Credit risk

Credit risk arises principally from cash and cash equivalents and deposits with banks and financial institutions as well as credit exposure to customers including committed transactions and outstanding receivables. The company reviews its banking arrangements carefully to minimise such risks and has put in place credit control procedures to mitigate against risks arising from customers including the obtaining of references, setting of credit limits and monitoring of limits. Credit risk also arises on loans to connected parties. This risk is mitigated through careful consideration of the underlying investment and future performance of the entities.

Sardis Capital Limited
Director's Report (Continued)
For the year ended 31 December 2023
Page 5
Future developments and review of financial performance

The company has chosen to include this information in the Strategic Report in accordance with section 414C of the Companies Act 2006.

Auditor

The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
M O A Mardin
Director
23 April 2024
Sardis Capital Limited
Director's Responsibilities Statement
For the year ended 31 December 2023
Page 6
The director is responsible for preparing the Director's Report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Sardis Capital Limited
Independent Auditor's Report
To the Members of Sardis Capital Limited
Page 7
Opinion

We have audited the financial statements of Sardis Capital Limited (the 'company') for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity, the Statement of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Sardis Capital Limited
Independent Auditor's Report (Continued)
To the Members of Sardis Capital Limited
Page 8

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Director's Report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of director

As explained more fully in the Director's Responsibilities Statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Sardis Capital Limited
Independent Auditor's Report (Continued)
To the Members of Sardis Capital Limited
Page 9
Auditor's 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 auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

 

Sardis Capital Limited
Independent Auditor's Report (Continued)
To the Members of Sardis Capital Limited
Page 10

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

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.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

 

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, 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.

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 2006. Our audit work has been undertaken for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party other than the company and the company’s members as a body, for our work, for this report, or for the opinions we have formed.

Thomas Moore (Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP
23 April 2024
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Sardis Capital Limited
Statement of Comprehensive Income
For the year ended 31 December 2023
Page 11
2023
2022
Notes
£
£
Turnover
3
549,867
433,671
Administrative expenses
(378,465)
(171,422)
Operating profit
4
171,402
262,249
Interest receivable and similar income
8
1,434
11,266
Interest payable and similar expenses
9
(426)
-
0
Profit before taxation
172,410
273,515
Tax on profit
10
(44,605)
(52,785)
Profit for the financial year
127,805
220,730
Other comprehensive income
-
-
Total comprehensive income for the year
127,805
220,730

The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.

Sardis Capital Limited
Balance Sheet
As at 31 December 2023
Page 12
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
12
64,794
134,221
Current assets
Debtors
14
493,069
517,785
Cash at bank and in hand
100,461
22,273
593,530
540,058
Creditors: amounts falling due within one year
15
(96,722)
(84,870)
Net current assets
496,808
455,188
Total assets less current liabilities
561,602
589,409
Capital and reserves
Called up share capital
16
1,000
1,000
Capital redemption reserve
17
50,000
50,000
Profit and loss reserves
510,602
538,409
Total equity
561,602
589,409
The financial statements were approved and signed by the director and authorised for issue on 23 April 2024
M O A Mardin
Director
Company Registration No. 04482188
Sardis Capital Limited
Statement of Changes in Equity
For the year ended 31 December 2023
Page 13
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2022
1,000
50,000
567,679
618,679
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
220,730
220,730
Dividends
11
-
-
(250,000)
(250,000)
Balance at 31 December 2022
1,000
50,000
538,409
589,409
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
127,805
127,805
Dividends
11
-
-
(155,612)
(155,612)
Balance at 31 December 2023
1,000
50,000
510,602
561,602
Sardis Capital Limited
Statement of Cash Flows
For the year ended 31 December 2023
Page 14
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
22
285,577
297,977
Interest paid
(426)
-
0
Income taxes paid
(52,785)
(48,434)
Net cash inflow from operating activities
232,366
249,543
Investing activities
Interest received
1,434
11,266
Net cash generated from investing activities
1,434
11,266
Financing activities
Dividends paid
(155,612)
(250,000)
Net cash used in financing activities
(155,612)
(250,000)
Net increase in cash and cash equivalents
78,188
10,809
Cash and cash equivalents at beginning of year
22,273
11,464
Cash and cash equivalents at end of year
100,461
22,273
Sardis Capital Limited
Notes to the Financial Statements
For the year ended 31 December 2023
Page 15
1
Accounting policies
Company information

Sardis Capital Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6th Floor, 9 Appold Street, London, EC2A 2AP.

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.

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 company made a profit for the year ended 31 December 2023 of £127,805 (202: £220,730) and net assets at the balance sheet date of £561,602 (2022: £589,409)true. The director has continued to see increased activity after the year-end into Q1 of 2024 and believes this trend will continue going forward. The director actively manages working capital to ensure the company meets its regulatory capital requirement and meets its liabilities as they fall due. Consequently the financial statements have been prepared on a going concern basis.

1.3
Turnover
Turnover represents the invoiced value of services provided net of value added tax.  Services are provided either on a retainer basis, where the fees are recognised for the period to which the retainer relates, or on specific advisory projects on mergers and acquisitions or refinancing.  Where income is based on a contingent event, it is only recognised when it is certain that the right to the income has been obtained.
1.4
Fixed asset investments

Interests in investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in profit or loss. Transaction costs are expensed to profit or loss as incurred.

1.5
Cash and cash equivalents

Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of three months or less.

1.6
Financial instruments

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

The company only has basic financial instruments measured at amortised cost, with no financial instruments classified as other or basic instruments measured at fair value.

Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 16
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.7
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.

Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 17

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.

1.8
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

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.

1.9
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

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.

1.10
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.

Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 18
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is 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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Carrying value of fixed asset investments

The company holds an investment in an unlisted company. An impairment review was performed at

the year end which required management to assess the company's current position and performance, and the likely future performance of the entity. Based on this review an adjustment was made to write down the investment to the percentage of net assets held by the company based on the most recent management accounts of the business.

 

The company also holds an investment in a violin. The director assess the asset for impairment by reference to valuations provided by a third party.

Recoverability of loans

The company has made loans to various unlisted companies. An assessment of the recoverability of the loans was made at year end to determine if there were any signs of impairment. The companies' financial positions and performances were reviewed at year end to determine if it was likely the loans could be recovered in full. No signs of material impairment were found.

3
Turnover and other revenue

An analysis of the company's turnover is as follows:

2023
2022
£
£
Turnover analysed by class of business
Corporate finance fees
549,867
433,671
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
-
433,671
Europe
549,867
-
549,867
433,671
Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
3
Turnover and other revenue
(Continued)
Page 19
2023
2022
£
£
Other significant revenue
Interest income
1,434
11,266
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
7,822
(2,340)
Operating lease charges
29,058
9,054
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
17,500
13,720
Under provision in respect of previous years
5,383
751
22,883
14,471
For other services
All other non-audit services
11,638
9,892
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
1
1
7
Director's remuneration
2023
2022
£
£
Remuneration for qualifying services
56,226
52,665
Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 20
8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
210
8
Other interest income
1,224
11,258
Total income
1,434
11,266
9
Interest payable and similar expenses
2023
2022
£
£
Other finance costs:
Other interest
426
-
0
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
44,605
52,785

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
172,410
273,515
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
40,551
51,968
Tax effect of expenses that are not deductible in determining taxable profit
4,698
817
Tax at marginal rate
(644)
-
0
Taxation charge for the year
44,605
52,785
11
Dividends
2023
2022
£
£
Final paid
155,612
250,000
Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 21
12
Fixed asset investments
2023
2022
£
£
Unlisted investments
64,794
134,221
Movements in fixed asset investments
Investments
£
Cost or valuation
At 1 January 2023 & 31 December 2023
134,221
Impairment
At 1 January 2023
-
Impairment losses
69,427
At 31 December 2023
69,427
Carrying amount
At 31 December 2023
64,794
At 31 December 2022
134,221
13
Financial instruments
2023
2022
£
£
Carrying amount of financial assets
Instruments measured at fair value through profit or loss
40,500
40,500
14
Debtors
2023
2022
Amounts falling due within one year:
£
£
Other debtors
492,483
516,981
Prepayments and accrued income
586
804
493,069
517,785
Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 22
15
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
1,716
4,078
Corporation tax
44,605
52,785
Other taxation and social security
29,421
13,587
Accruals and deferred income
20,980
14,420
96,722
84,870
16
Share capital
2023
2022
£
£
Issued and fully paid
10,000 'A' Ordinary Shares of 10p each
1,000
1,000
17
Capital redemption reserve
2023
2022
£
£
At beginning and end of year
50,000
50,000
18
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2023
2022
£
£
Within one year
19,050
-
0

 

Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 23
19
Related party transactions

At 31 December 2023 the company was owed £2,180 (2022: £2,603) by MFP Youth Limited, a company in which the director M A O Mardin is also a director. This balance is interest free and repayable on demand.

 

At 31 December 2023 the company was owed £376,718 (2022: £356,780) by Benek Investments Limited, a company in which director M A O Mardin has a material interest. The balance is interest free and repayable on demand.

 

During the period rental costs of £29,058 (2022: £nil) were incurred by the company in relation to the rental of a property for the use of O Mardin's family.

20
Directors' transactions

Dividends totalling £155,612 (2022: £250,000) were paid in the year in respect of shares held by the company's director.

Included in other debtors due within one year is £102,624 owed from the director M A O Mardin (2022: £155,612). This balance included interest charged on the loan of £1,224 (2022: £6,856).

21
Ultimate controlling party

The controlling party is M O A Mardin, by virtue of his 100% shareholding in the company.

22
Cash generated from operations
2023
2022
£
£
Profit for the year after tax
127,805
220,730
Adjustments for:
Taxation charged
44,605
52,785
Finance costs
426
-
0
Investment income
(1,434)
(11,266)
Impairment of investments
69,427
-
Conversion of loan to equity
-
(33,721)
Movements in working capital:
Decrease in debtors
24,716
70,590
Increase/(decrease) in creditors
20,032
(1,141)
Cash generated from operations
285,577
297,977
Sardis Capital Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 24
23
Analysis of changes in net funds
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
22,273
78,188
100,461
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