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Registered number: 13395655










FOUR GARDENS CAPITAL LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
FOUR GARDENS CAPITAL LIMITED
 
 
COMPANY INFORMATION


Director
T Chaharbaghi 




Registered number
13395655



Registered office
1st Floor
15 Sackville Street

London

W1S 3DJ




Independent auditors
Haysmacintyre LLP

10 Queen Street Place

London

EC4R 1AG





 
FOUR GARDENS CAPITAL LIMITED
 

CONTENTS



Page
Strategic report
 
1 - 2
Director's report
 
3 - 4
Independent auditors' report
 
5 - 8
Statement of comprehensive income
 
9
Statement of financial position
 
10
Statement of changes in equity
 
11
Statement of cash flows
 
12
Notes to the financial statements
 
13 - 20


 
FOUR GARDENS CAPITAL LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The director presents his strategic report for Four Gardens Capital Limited ("the Company") for the year ended 31 December 2023.

Business review
 
The principal activity of the Company is a holding company. The Company owns a 50% shareholding in FIFTHDELTA LTD, an associated company.

Principal risks and uncertainties
 
The principal risk is the financial performance of an associated company, FIFTHDELTA LTD. Other risks may include liquidity risk, credit risk, market risk, and operational risk as set out below. The Company has in place policies and procedures to manage such risks, and these are reviewed regularly to reflect changes in market conditions and the Company’s activities.
Liquidity risk
The objective of the Company in managing liquidity risk is to ensure that it can meet its financial obligations as and when they fall due. The Company ensures it has sufficient autonomy over cash outflows to manage this risk and expects to meet its future financial obligations through operating cash flows.
Credit risk
Credit risk is the risk of financial loss to the Company of counterparties fail to meet contractual obligations. The Company may be exposed to credit risk on cash deposits placed with financial institutions. Cash deposits are placed with reputable banks with secure long term credit ratings.
Market risk
Market risk is the risk of financial loss arising from adverse movements in financial markets, such as changes in interest rates and foreign exchange rates, which affect the Company’s income and/or the value of certain assets. The Company is exposed to foreign currency risk in respect of assets and liabilities denominated in currencies other than GBP. The Company monitors such exposures and executes foreign exchange deals to manage the exposures within tolerable parameters.
Operational risk
Operational risk is the potential for financial loss and/or reputational damage resulting from inadequate or failed internal controls. Operational risks are regularly assessed, monitored and managed.

Key performance indicators
 
The director reviews a range of key performance indicators ("KPIs") on a regular basis to monitor the performance of the Company. The financial KPIs include monitoring of liquidity and investments. Non-financial KPIs include operational risk incidents. The ongoing review of KPIs is integral to maintaining the performance of the Company.

Page 1

 
FOUR GARDENS CAPITAL LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Director's statement of compliance with duty to promote the success of the Company
 
Section 172 of the Companies Act 2006 requires the director to act in the manner he considers, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholder.  As part of the Company’s deliberations and decision-making process, the director also takes into account the following:
• The likely consequences of any decisions in the long-term;
• The interests of the Company’s employees;
• The need to foster the Company’s business relationship with suppliers, customers and others;
• The impact of the Company’s operations on the community and the environment;
• The desirability of the Company maintaining a reputation for high standards of business conduct; and
• The need to act fairly between shareholders of the Company.
During the year ended 31 December 2023, the director considered the factors set out above in discharging his duties under section 172. The director recognises that building strong relationships with the Company’s stakeholders, including suppliers, will help deliver the Company’s strategy in line with its long-term objectives (i.e., the long-term viability and success of the Company). The director is committed to effective engagement with all stakeholders in delivering the long-term objectives.
The director is also the Company’s sole shareholder. As such, the director’s best interests are directly aligned with the best interests of the Company (i.e., the long-term viability and success of the Company). For this reason, the long-term consequences of decisions are an intrinsic consideration in the decision-making process and the director effects his managerial responsibilities in a manner that is likely to promote robust corporate governance and positive outcomes for stakeholders as a whole.
The director, in discharging his duties, may delegate to management for the day-to-day running of the business.  Management is responsible for implementing decisions made by the director, whilst considering the relative interests and priorities of each stakeholder.
The Company holds regular Board of Directors meetings. These Board of Directors meetings act as the formal mechanism through which corporate governance and management decisions are made. As part of the decision-making process, the director discusses the relative merits of decisions with management and considers the impact on the Company’s stakeholders. Furthermore, the director challenges management to ensure all stakeholder interests are considered in the day-to-day management and operations of the Company. 
The Company has no employees. The Company relies on certain external suppliers to help ensure the smooth running of the business. The director views suppliers as key business partners. When managing business relationships with suppliers, the director aims to ensure that suppliers are given access to the necessary resources to carry out their services, remunerated appropriately and are treated fairly by the Company at all times.
Ultimately, the director’s approach to decision-making is designed to ensure that the Company maintains a reputation for high standards of business conduct. By doing so, the director promotes the long-term viability and success of the Company. The director believes he has demonstrated compliance with his legal duty under section 172 of the Companies Act 2006.


This report was approved by the board on 19 March 2024 and signed on its behalf.



T Chaharbaghi
Director

Page 2

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The director presents his report and the financial statements for the year ended 31 December 2023.

Results and dividends

The profit for the year, after taxation, amounted to £16,830,305 (2022 - £213,630).

Dividends of £60,310 were declared and paid during the year (2022 - £nil).

Director

The director who served during the year was:

T Chaharbaghi 

Director's responsibilities statement

The director is responsible for preparing the Strategic report, 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 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 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 for the Company'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; and,

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 to enable him to ensure that the financial statements comply with the Companies Act 2006He 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.

Disclosure of information to auditors

The director at the time when this Director's report is approved has confirmed that:
 
so far as he is aware, there is no relevant audit information of which the Company's auditors are unaware, and

he 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's auditors are aware of that information.

Page 3

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditors

The auditorsHaysmacintyre LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 19 March 2024 and signed on its behalf.
 





T Chaharbaghi
Director

Page 4

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FOUR GARDENS CAPITAL LIMITED
 

Opinion


We have audited the financial statements of Four Gardens Capital Limited ("the Company") for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows 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 Company's affairs as at 31 December 2023 and of its profit 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 Company 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 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.


Page 5

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FOUR GARDENS CAPITAL 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 director is 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 Strategic report and the Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and,
the Strategic report and the Director's 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 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of director's remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of director
 

As explained more fully in the Director's responsibilities statement set out on page 3, 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 have no realistic alternative but to do so.


Page 6

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FOUR GARDENS CAPITAL LIMITED (CONTINUED)


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 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:

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to regulatory requirements for the holding company and trade regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the  financial statements such as the Companies Act 2006.
We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included:

inspecting correspondence with regulators and tax authorities;
discussions with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;
evaluating management's controls designed to prevent and detect irregularities;
identifying and testing journals, in particular journal entries posted with unusual account combinations, postings by unusual users or with unusual descriptions; and
challenging assumptions and judgements made by management in their critical accounting estimates.
 
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FOUR GARDENS CAPITAL 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.





Melanie Pittas (Senior statutory auditor)
  
for and on behalf of
Haysmacintyre LLP
 
Statutory Auditors
  
10 Queen Street Place
London
EC4R 1AG

19 March 2024
Page 8

 
FOUR GARDENS CAPITAL LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Administrative expenses
  
(607,077)
32,124

Fair value movements
  
(5,299,770)
174,236

Operating (loss)/profit
 4 
(5,906,847)
206,360

Dividend income
  
22,500,000
-

Interest receivable and similar income
 8 
237,193
13,942

Interest payable and similar expenses
  
(41)
-

Profit before tax
  
16,830,305
220,302

Tax on profit
 10 
-
(6,672)

Profit for the financial year
  
16,830,305
213,630

There was no other comprehensive income for 2023 (2022: £NIL).

The notes on pages 13 to 20 form part of these financial statements.

Page 9

 
FOUR GARDENS CAPITAL LIMITED
REGISTERED NUMBER: 13395655

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 12 
14,069,312
2,203,334

Current assets
  

Debtors: amounts falling due within one year
 13 
1,167,000
2,612,876

Cash at bank and in hand
 14 
4,447,763
749,574

  
 
 
5,614,763
 
 
3,362,450

Creditors: amounts falling due within one year
 15 
(2,211,400)
(4,863,104)

Net current assets/(liabilities)
  
 
 
3,403,363
 
 
(1,500,654)

Net assets
  
17,472,675
702,680


Capital and reserves
  

Called up share capital 
 16 
500,000
500,000

Profit and loss account
 17 
16,972,675
202,680

  
17,472,675
702,680


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 March 2024.




T Chaharbaghi
Director

The notes on pages 13 to 20 form part of these financial statements.

Page 10

 
FOUR GARDENS CAPITAL LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
500,000
(10,950)
489,050



Profit for the year
-
213,630
213,630



At 1 January 2023
500,000
202,680
702,680



Profit for the year
-
16,830,305
16,830,305


Contributions by and distributions to owners

Dividends
-
(60,310)
(60,310)


At 31 December 2023
500,000
16,972,675
17,472,675


The notes on pages 13 to 20 form part of these financial statements.

Page 11

 
FOUR GARDENS CAPITAL LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
16,830,305
213,630

Adjustments for:

Interest paid
41
-

Interest and dividends received
(22,737,193)
(13,942)

Taxation charge
-
6,672

Increase in debtors
(1,067,000)
(100,000)

Increase/(decrease) in creditors
4,500
(4,050)

(Decrease)/increase in amounts owed to associates
(2,649,532)
4,849,532

Net fair value losses/(gains) recognised in P&L
5,299,770
(174,236)

Corporation tax paid
(6,672)
-

Net cash (used in)/generated from operating activities

(4,325,781)
4,777,606


Cash flows from investing activities

Purchase of unlisted and other investments
(14,652,872)
(1,529,098)

Interest received
237,193
13,942

Dividends received
22,500,000
-

Net cash generated from/(used in) investing activities

8,084,321
(1,515,156)

Cash flows from financing activities

Dividends paid
(60,310)
-

Interest paid
(41)
-

Loans due from directors
-
(2,512,876)

Net cash used in financing activities
(60,351)
(2,512,876)

Net increase in cash and cash equivalents
3,698,189
749,574

Cash and cash equivalents at beginning of year
749,574
-

Cash and cash equivalents at the end of year
4,447,763
749,574


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
4,447,763
749,574


The notes on pages 13 to 20 form part of these financial statements.

Page 12

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Four Gardens Capital Limited is a private company limited by shares, incorporated in England and Wales. The Company's registered number is 13395655. Its registered office address and principal place of business is 1st Floor, 15, Sackville Street, London, United Kingdom, W1S 3DJ. The Company was incorporated on 14 May 2021.

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

The following principal accounting policies have been applied:

 
2.2

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.3

Interest income

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

Page 13

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Taxation

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 operates and generates income.

 
2.5

Associates

Associates are held at cost less impairment.

 
2.6

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.

 
2.7

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.

 
2.8

Creditors

Short term creditors are measured at the transaction price.

 
2.9

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and investments in ordinary shares.
Investments in non-derivative instruments that are equity to the issuer are measured:
 
at fair value with changes recognised in the Statement of Comprehensive Income if the shares are publicly traded or their fair value can otherwise be measured reliably;
at cost less impairment for all other investments.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

 
2.10

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 14

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In applying the Company's accounting policies, the director is required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The director's judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised. 
Valuation of investments
Investments in unlisted shares are stated at historic cost less impairment where the external market value cannot be reliably determined. The director reviews these investments annually for any evidence of impairment and if there are any changes to future economic benefit gained by the Company. No impairment charge has been recognised against unlisted investments in the year.
Recoverability of debtors
The Company makes an estimate of the recoverable value of debtors. When assessing the impairment of debtors, management considers factors including ageing profile of debtors and historical experience. Debtors are impaired when there is objective evidence or indication that full or partial recoverability is not probable.
The Company's director considers that, in the preparation of these financial statements, there were no other material judgments and estimates which could give rise to a material misstatement in future accounting periods.


4.


Operating (loss)/profit

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

2023
2022
£
£

Bad debts provision
583,000
-

Exchange differences
3,265
(39,717)

Page 15

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Auditors' remuneration

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


2023
2022
£
£


Fees payable to the Company's auditors for the audit of the Company's financial statements
9,500
6,900

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

Taxation compliance services
2,000
1,500

All other services
3,900
3,800


6.


Employees




The average monthly number of employees, including the director, during the period was 1 (2022- 1).


7.


Income from investments

2023
2022
£
£





Dividends received from unlisted investments
22,500,000
-



8.


Interest receivable

2023
2022
£
£


Other interest receivable
237,193
13,942


9.


Interest payable and similar expenses

2023
2022
£
£


Other interest payable
41
-

Page 16

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
-
6,672


-
6,672


Total current tax
-
6,672


Tax on profit
-
6,672

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
16,830,305
220,302


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
3,958,580
41,857

Effects of:


Expenses not deductible for tax purposes
1,246,535
-

Exempt ABGH distributions
(5,292,123)
-

Remeasurement of deferred tax for changes in tax rates
(5,473)
-

Movement in deferred tax not recognised
92,481
(2,080)

Non-taxable income
-
(33,105)

Total tax charge for the year
-
6,672


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 17

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Dividends

2023
2022
£
£


Dividends
60,310
-


12.


Fixed asset investments





Investments in associate
Unlisted investments
Total

£
£
£



Cost or valuation


At 1 January 2023
500,000
1,703,334
2,203,334


Additions
-
17,165,748
17,165,748


Revaluations
-
(5,299,770)
(5,299,770)



At 31 December 2023
500,000
13,569,312
14,069,312





Associate


The following was an associate of the Company:


Name

Registered office

Class of shares

Holding

FIFTHDELTA LTD
1st Floor 15 Sackville
Street, London, England,
W1S 3DJ
Ordinary
50%


13.


Debtors

2023
2022
£
£


Other debtors
1,167,000
2,612,876


Included within other debtors due within one year is a loan to T Chaharbaghi, a director, amounting to £NIL (2022 - £2,512,876).  During the year ended 31 December 2023 the loan balance was repaid by reclassifying the loan as an unlisted investment addition.

Included within other debtors due within one year is a loan with a company with common ownership, amounting to £1,167,000 (2022 - £100,000). The loan is unsecured, interest free and repayable on demand. This balance is presented net of a bad debt provision amounting to £583,000 (2022: £NIL).

Page 18

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
4,447,763
749,574


Included within cash at bank and in hand is an amount of £4,441,119 (2022 - £726,065) held within a Money Market fund, which can be converted to cash on the same day without any change in valuation.


15.


Creditors: amounts falling due within one year

2023
2022
£
£

Trade creditors
-
1,740

Amounts owed to associates
2,200,000
4,849,532

Corporation tax
-
6,672

Accruals
11,400
5,160

2,211,400
4,863,104


Amounts owed to associates are unsecured, interest free and repayable on demand.


16.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



500,000 (2022 - 500,000) Ordinary shares of £1 each
500,000
500,000



17.


Reserves

Profit and loss account

Includes all accumulated profits and losses less dividends paid.


18.


Related party transactions

The Company holds shares in FIFTHDELTA Fund Limited, a Cayman Islands company. The value of the shares at 31 December 2023 was £13,222,944 (2022 - £1,174,236) and is included in unlisted investments (note 12). FIFTHDELTA LTD, an associate of the Company, serves as the investment manager of FIFTHDELTA Fund Limited.

Page 19

 
FOUR GARDENS CAPITAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Controlling party

The controlling party is T Chaharbaghi.

Page 20