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Company registration number: 06135497
Pomona Europe Advisers Limited
Financial statements
31 December 2023
Pomona Europe Advisers Limited
Contents
Directors and other information
Strategic report
Directors report
Independent auditor's report to the members
Statement of income and retained earnings
Statement of financial position
Statement of cash flows
Notes to the financial statements
Pomona Europe Advisers Limited
Directors and other information
Directors
Mr Michael Granoff
Mr Sebastien Bowen
Mr John Stephens
Secretary Mr Sebastien Bowen
Company number 06135497
Registered office 80 Brook Street
London
W1K 5EG
Business address 80 Brook Street
London
W1K 5EG
Auditor Henry Reeves & Co Limited
11 Albion Place
Maidstone
Kent
ME14 5DY
Accountants PG Lemon LLP
22-26 Bank Street
Herne Bay
Kent
CT6 5EA
Bankers Citibank, N.A.
25 Canada Square
Canary Wharf
London
E14 5LB
Pomona Europe Advisers Limited
Strategic report
Year ended 31 December 2023
Overview of business
Pomona Europe Advisers Limited continues to appraise potential investment opportunties and liaise with potential investors within Europe. The company is a cost centre for its parent company Pomona Management LLC based in New York. Pomona Europe Advisers Limited is regulated by the FCA, however is not allowed to hold client money. Pomona Management LLC is the private equity platform for Voya Investment Management.
Financial results
As a cost centre there is a Transfer Pricing Agreement in place which sets the management fees on a cost plus basis.
Financial risk management objectives and policies
The directors review and agree policies for managing each of the main financial risks, and these risks and policies are summarised below:
Currency risk
The company predominantly deals with GBP Sterling. As part of the requirements of FCA Regulation a bank account containing €120,000 is kept.
Liquidity risk
The company's liquidity is managed by the parent company. As a cost centre funds are provided as costs arise.
Legislative risk
The company uses a combination of in house compliance specialists from other group companies and external consultants based in the United Kingdom to ensure the company remains compliant with all relevant legislation.
The company has not identified any other principal risks or uncertainties that are likely to have a material effect on its operations in the next year.
This report was approved by the board of directors on 30 May 2024 and signed on behalf of the board by:
Mr John Stephens
Director
Pomona Europe Advisers Limited
Directors report
Year ended 31 December 2023
The directors present their report and the financial statements of the company for the year ended 31 December 2023.
Directors
The directors who served the company during the year were as follows:
Mr Michael Granoff
Mr Sebastien Bowen
Mr John Stephens
Dividends
The directors do not recommend the payment of a dividend.
Future developments
The directors aim to maintain the management policies which have resulted in the group’s continued growth in recent years. They consider that this company will continue to provide investment support to the parent company in New York, Pomona Management LLC.
Financial instruments
Details of financial instruments are provided in the strategic report on page 2.
Events after the end of the reporting period
There are no disclosable events after the end of the reporting period.
Directors responsibilities statement
The directors are responsible for preparing the strategic report, directors report and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 profit or loss of the company for that period.
In preparing these financial statements, the directors are required to:
- select suitable accounting policies 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 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are 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.
Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report was approved by the board of directors on 30 May 2024 and signed on behalf of the board by:
Mr John Stephens
Director
Pomona Europe Advisers Limited
Independent auditor's report to the members of
Pomona Europe Advisers Limited
Year ended 31 December 2023
Opinion
We have audited the financial statements of Pomona Europe Advisers Limited (the 'company') for the year ended 31 December 2023 which comprise the statement of income and retained earnings, statement of financial position, statement of cash flows and notes to the financial statements, including a summary of 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: - 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 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 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 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.
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 directors are responsible for the other information. 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. In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinions 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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the strategic report and the directors' report has 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 directors' report. We have nothing to report in respect of the following matters where 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 the 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.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, 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 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 company or to cease operations, or have no realistic alternative but to do so.
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. 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: a) Identification with management of significant laws and regulations relating to the company, and how the company maintains compliance. The company is regulated by the Financial Conduct Authority (FCA) and this is considered to be a significant regulation. For further details, the company can be found on the FCA Register under reference 493086. Other key laws included UK Companies Act, GDPR legislation, employee right-to-work legislation, pensions legislation, and tax legislation. Non-compliance with any key laws or regulations may be fundamental to the company's ability to operate or to avoid a material penalty. b) Considering the competencies, independence and integrity of individuals within the company to identify and recognise non-compliance with laws and regulations.c) Requesting management confirm and outline any instances of actual, suspected, or alleged fraud in the year. This forms part of the company's representations to us.d) Reviewing the company's internal control processes by way of substantive testing and journal entries testing. The reasonable implementation of these processes would mitigate the likelihood of fraud. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. we also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. 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.
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 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.
Stuart Relf FCCA (Senior Statutory Auditor)
For and on behalf of
Henry Reeves & Co Limited
Chartered Certified Accountants and Registered Auditor
11 Albion Place
Maidstone
Kent
ME14 5DY
30 May 2024
Pomona Europe Advisers Limited
Statement of income and retained earnings
Year ended 31 December 2023
2023 2022
Note £ £
Turnover 4 3,851,735 2,972,316
Cost of sales - -
Administrative expenses ( 3,660,075) ( 2,824,082)
_______ _______
Operating profit 5 191,660 148,234
Other interest receivable and similar income 8 927 -
Profit before taxation 192,587 148,234
Tax on profit 9 ( 43,152) ( 29,867)
_______ _______
Profit for the financial year and total comprehensive income 149,435 118,367
_______ _______
Retained earnings at the start of the year 1,210,665 1,092,298
_______ _______
Retained earnings at the end of the year 1,360,100 1,210,665
_______ _______
All the activities of the company are from continuing operations.
Pomona Europe Advisers Limited
Statement of financial position
31 December 2023
2023 2022
Note £ £ £ £
Fixed assets
Tangible assets 10 20,398 11,146
_______ _______
20,398 11,146
Current assets
Debtors 11 964,507 90,682
Cash at bank and in hand 585,217 1,306,908
_______ _______
1,549,724 1,397,590
Creditors: amounts falling due
within one year 12 ( 160,022) ( 148,071)
_______ _______
Net current assets 1,389,702 1,249,519
_______ _______
Total assets less current liabilities 1,410,100 1,260,665
_______ _______
Net assets 1,410,100 1,260,665
_______ _______
Capital and reserves
Called up share capital 15 50,000 50,000
Profit and loss account 16 1,360,100 1,210,665
_______ _______
Shareholders funds 1,410,100 1,260,665
_______ _______
These financial statements were approved by the board of directors and authorised for issue on 30 May 2024 , and are signed on behalf of the board by:
Mr John Stephens
Director
Company registration number: 06135497
Pomona Europe Advisers Limited
Statement of cash flows
Year ended 31 December 2023
2023 2022
£ £
Cash flows from operating activities
Profit for the financial year 149,435 118,367
Adjustments for:
Depreciation of tangible assets 8,036 6,715
Other interest receivable and similar income ( 927) -
Tax on profit 43,152 29,867
Accrued expenses/(income) 3,420 480
Changes in:
Trade and other debtors ( 873,825) ( 60,036)
Trade and other creditors 9,186 ( 400)
_______ _______
Cash generated from operations ( 661,523) 94,993
Interest received 927 -
Tax paid ( 39,581) ( 23,364)
_______ _______
Net cash (used in)/from operating activities ( 700,177) 71,629
_______ _______
Cash flows from investing activities
Purchase of tangible assets ( 17,288) ( 1,066)
_______ _______
Net cash used in investing activities ( 17,288) ( 1,066)
_______ _______
Cash flows from financing activities
Proceeds from loans from group undertakings ( 4,226) ( 51,169)
_______ _______
Net cash used in financing activities ( 4,226) ( 51,169)
_______ _______
Net increase/(decrease) in cash and cash equivalents ( 721,691) 19,394
Cash and cash equivalents at beginning of year 1,306,908 1,287,514
_______ _______
Cash and cash equivalents at end of year 585,217 1,306,908
_______ _______
Pomona Europe Advisers Limited
Notes to the financial statements
Year ended 31 December 2023
1. General information
Pomona Europe Advisers Limited (Company number 06135497 ) is a private company limited by shares, registered in England and Wales. The address of the registered office is 80 Brook Street, London, W1K 5EG.
2. Statement of compliance
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis.
The financial statements are prepared in sterling, which is the functional currency of the entity, and to the nearest £1.
Turnover
Turnover represents the total invoice value, excluding value added tax, of management fees made during the year. Turnover arises from the company's cost-plus agreement with the parent company.
Taxation
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in the statement of comprehensive income, except to the extent that it relates to items recognised in other comprehensive income or directly in capital and reserves. In this case, tax is recognised in other comprehensive income or directly in capital and reserves, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
Foreign currencies
The financial statements are prepared in sterling, which is the functional currency of the entity and which have been rounded to the nearest £1.
Operating leases
Lease payments are recognised as an expense over the lease term on a straight-line basis. The aggregate benefit of lease incentives is recognised as a reduction to expense over the lease term, on a straight-line basis.
Tangible assets
tangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated depreciation and impairment losses.
Depreciation
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
Short leasehold property - 10 % straight line
Fittings fixtures and equipment - 33 % straight line
Improvements to premises - Straight line over the life of the lease
If there is an indication that there has been a significant change in depreciation rate, useful life or residual value of tangible assets, the depreciation is revised prospectively to reflect the new estimates.
Impairment
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.
4. Turnover
Turnover arises from:
2023 2022
£ £
Rendering of services 3,851,735 2,972,316
_______ _______
The whole of the turnover is attributable to the principal activity of the company wholly undertaken in the United Kingdom.
The total turnover of the company for the year has been derived from its principal activity wholly undertaken in the UK. The total turnover is attributable to the one principal activity of the company. Turnover for the year represents management fees received from its parent company who are based in the United States of America.
5. Operating profit
Operating profit is stated after charging/(crediting):
2023 2022
£ £
Depreciation of tangible assets 8,036 6,715
Operating lease rentals 94,868 83,977
Foreign exchange differences ( 907) ( 2,940)
Fees payable for the audit of the financial statements 16,740 14,280
_______ _______
6. Staff costs
The average number of persons employed by the company during the year, including the directors, amounted to:
2023 2022
Administrative staff 5 5
_______ _______
The aggregate payroll costs incurred during the year were:
2023 2022
£ £
Wages and salaries 2,775,305 2,163,003
Social security costs 390,584 298,664
Other pension costs 30,842 28,007
_______ _______
3,196,731 2,489,674
_______ _______
7. Directors remuneration
The directors aggregate remuneration in respect of qualifying services was:
2023 2022
£ £
Remuneration 1,774,290 1,428,847
Company contributions to pension schemes in respect of qualifying services 11,316 11,316
_______ _______
1,785,606 1,440,163
_______ _______
The number of directors who accrued benefits under company pension plans was as follows:
2023 2022
Number Number
Defined contribution plans 1 1
_______ _______
Remuneration of the highest paid directors in respect of qualifying services:
2023 2022
£ £
Aggregate remuneration 1,769,741 1,424,230
Company contributions to pension plans in respect of qualifying services 11,316 11,316
_______ _______
1,781,057 1,435,546
_______ _______
8. Other interest receivable and similar income
2023 2022
£ £
Other interest receivable and similar income 927 -
_______ _______
9. Tax on profit
Major components of tax expense
2023 2022
£ £
Current tax:
UK current tax expense 43,677 29,867
Adjustments in respect of previous periods ( 525) -
_______ _______
Tax on profit 43,152 29,867
_______ _______
Reconciliation of tax expense
The tax assessed on the profit for the year is higher than (2022: higher than) the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%).
2023 2022
£ £
Profit before taxation 192,587 148,234
_______ _______
Profit multiplied by rate of tax 45,296 28,164
Adjustments in respect of prior periods ( 525) -
Effect of expenses not deductible for tax purposes 555 1,315
Effect of capital allowances and depreciation ( 2,174) 388
_______ _______
Tax on profit 43,152 29,867
_______ _______
10. Tangible assets
Short leasehold property Fixtures, fittings and equipment Total
£ £ £
Cost
At 1 January 2023 2,375 28,843 31,218
Additions - 17,288 17,288
_______ _______ _______
At 31 December 2023 2,375 46,131 48,506
_______ _______ _______
Depreciation
At 1 January 2023 950 19,122 20,072
Charge for the year 475 7,561 8,036
_______ _______ _______
At 31 December 2023 1,425 26,683 28,108
_______ _______ _______
Carrying amount
At 31 December 2023 950 19,448 20,398
_______ _______ _______
At 31 December 2022 1,425 9,721 11,146
_______ _______ _______
11. Debtors
2023 2022
£ £
Amounts owed by group undertakings 925,410 80,118
Prepayments and accrued income 39,097 8,579
Other debtors - 1,985
_______ _______
964,507 90,682
_______ _______
12. Creditors: amounts falling due within one year
2023 2022
£ £
Trade creditors 9,735 35
Amounts owed to group undertakings 87,256 91,482
Accruals and deferred income 42,300 38,880
Corporation tax 20,140 16,569
Other creditors 591 1,105
_______ _______
160,022 148,071
_______ _______
13. Employee benefits
The amount recognised in profit or loss in relation to defined contribution plans was £ 30,842 (2022: £ 28,007 ).
14. Financial instruments
The carrying amount for each category of financial instrument is as follows:
2023 2022
£ £
Financial assets that are debt instruments measured at amortised cost
Other debtors 963,306 90,682
Cash at bank and in hand 585,217 1,306,908
_______ _______
1,548,523 1,397,590
_______ _______
Financial liabilities measured at amortised cost
Trade creditors 9,735 35
Other creditors 149,132 148,036
_______ _______
158,867 148,071
_______ _______
15. Called up share capital
Issued, called up and fully paid
2023 2022
No £ No £
Ordinary shares of £ 1.00 each 50,000 50,000 50,000 50,000
_______ _______ _______ _______
There is only one class of share in issue. Each share is entitled to one vote. There are no restrictions on the distribution of dividends and repayment of capital.
16. Reserves
The profit and loss account represents cumulative profits and losses net of dividends and other adjustments. This reserve is fully distributable.
17. Analysis of changes in net debt
At 1 January 2023 Cash flows At 31 December 2023
£ £ £
Cash and cash equivalents 1,306,908 (721,691) 585,217
Debt due within one year (91,482) 4,226 (87,256)
_______ _______ _______
1,215,426 ( 717,465) 497,961
_______ _______ _______
18. Operating leases
The company as lessee
The total future minimum lease payments under non-cancellable operating leases are as follows:
£ £
Not later than 1 year 93,330 93,330
Later than 1 year and not later than 5 years 31,110 124,440
_______ _______
124,440 217,770
_______ _______
19. Related party transactions
During the year the company entered into the following transactions with related parties:
Transaction value Balance owed by/(owed to)
2023 2022 2023 2022
£ £ £ £
Entities with control, joint control or significant influence over the entity 3,851,735 2,972,316 838,154 ( 11,364)
_______ _______ _______ _______
Related party transactions, and amounts owed to and from related companies at the year end, are incurred from trading activity only. The amount owed to other group companies is interest free and repayable on demand.
20. Controlling party
Pomona Europe, Ltd, a company registered in England and Wales (Company no. 03656835) owns 50,000 £1 ordinary shares in Pomona Europe Advisers Limited , which equates to 100% of the issued share capital. These figures will be consolidated into the financial statements of the ultimate parent company Voya Financial, Inc. The ultimate parent company is based in the USA with address 230 Park Avenue, New York, NY 10169. It is registered in Delaware and is listed on the New York Stock Exchange.