Company registration number 08482480 (England and Wales)
FINSA INVESTMENT LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
PAGES FOR FILING WITH REGISTRAR
FINSA INVESTMENT LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 6
FINSA INVESTMENT LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
30 NOVEMBER 2023
30 November 2023
- 1 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
5
1,512,000
1,512,000
Current assets
Cash at bank and in hand
5
6
Creditors: amounts falling due within one year
7
(3,282,955)
(2,898,873)
Net current liabilities
(3,282,950)
(2,898,867)
Total assets less current liabilities
(1,770,950)
(1,386,867)
Creditors: amounts falling due after more than one year
8
(5,093,440)
(5,093,440)
Net liabilities
(6,864,390)
(6,480,307)
Capital and reserves
Called up share capital
9
111
111
Profit and loss reserves
(6,864,501)
(6,480,418)
Total equity
(6,864,390)
(6,480,307)
The director of the company has elected not to include a copy of the income statement within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved and signed by the director and authorised for issue on 5 September 2024
A H Merry
Director
Company registration number 08482480 (England and Wales)
FINSA INVESTMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 2 -
1
Accounting policies
Company information
Finsa Investment Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6th Floor, 14 Bonhill Street, London, England, EC2A 4BX.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
It is the intention of the directors to wind down the company in the foreseeable future, and as such going concern basis is no longer appropriate at the signing these financial statements. As such the financial statements are prepared on a basis other than going concern.
1.3
Fixed asset investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.5
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
FINSA INVESTMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
1
Accounting policies
(Continued)
- 3 -
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Preference shares, which result in fixed returns to the holder are classified as liabilities. The dividends on these preference shares are recognised in the profit and loss account as interest expense.
1.6
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.7
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 income statement 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 income statement, 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.
FINSA INVESTMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 4 -
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. No significant judgements and estimates have been made in the year.
Management are of the opinion that there are no estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities as at year end.
3
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
6,300
6,000
4
Employees
The directors are the only employees of the company who are not remunerated through the company.
5
Fixed asset investments
2023
2022
£
£
Shares in group undertakings and participating interests
1,512,000
1,512,000
6
Subsidiaries
Details of the company's subsidiaries at 30 November 2023 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Trade Nation Australia PTY Limited
Level 36 Governor Phillip Tower, One Farrer Place, Sydney NSW 2000
Provide web and mobile CFD trading facilities to retail and wholesale clients
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Trade Nation Australia PTY Limited
9,172,421
(38,758)
FINSA INVESTMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 5 -
7
Creditors: amounts falling due within one year
2023
2022
£
£
Amounts owed to group undertakings
3,274,045
2,891,523
Accruals and deferred income
8,910
7,350
3,282,955
2,898,873
Amounts owed to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.
8
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Preference shares
5,093,440
5,093,440
Finsa Investment Limited issued 4,820,045 A preference shares for £4,820,045 and 273,395 B Preference shares for £273,395. Preferences shares carry a fixed cumulative preferential dividend at the rate of 7.5% per annum on A preference shares and 5% per annum on B preference shares payable yearly in arrears on 31 December 2023. The preference shares are redeemable with prior approval of the investors.
Amounts included above which fall due after five years are as follows:
Payable other than by instalments
5,093,440
5,093,440
FINSA INVESTMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 6 -
9
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary of 0.1p each
70,000
70,000
29
29
Ordinary of 0.1p each
29,000
29,000
70
70
B Ordinary of 0.1p each
11,908
11,908
12
12
110,908
110,908
111
111
All classes of shares have equal voting rights.
Ordinary A shares shall rank pari passu in all respect except for income once the A preference dividend (including any arrears) and B preference dividend have been paid any available remaining shall be distributed in the following proportions:
70% to the holders of the A ordinary shares and 30% to the holders of the ordinary shares and the B ordinary shares.
On return of assets on liquidation or capital reduction, the net assets of the company available for distribution after making payment to A preference shares and B preference shares shall be distributed in the following proportions:
70% to the holders of the A ordinary shares and 30% to the holder of ordinary and the B ordinary shares.
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
We draw attention to note 1.2 to the financial statements which explains that it is the intention of the directors to wind down the company in the foreseeable future, and as such going concern basis is no longer appropriate at the signing these financial statements. As such the financial statements are prepared on a basis other than going concern.
Senior Statutory Auditor:
Daniel Wesolowski
Statutory Auditor:
FLB Audit LLP
Date of audit report:
5 September 2024
11
Parent company
The ultimate parent undertaking is Finsa Capital Holdings Limited, a company incorporated in Isle of Man.