Company registration number 09042646 (England and Wales)
TF GLOBAL MARKETS (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
TF GLOBAL MARKETS (UK) LIMITED
COMPANY INFORMATION
Directors
F Anees
N Anees
A Adat
Company number
09042646
Registered office
35 New Broad Street
Unit G07
London
England
EC2M 1NH
Auditor
Fisher, Sassoon & Marks
43-45 Dorset Street
London
W1U 7NA
TF GLOBAL MARKETS (UK) LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 25
TF GLOBAL MARKETS (UK) LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Fair review of the business

The Company performed strongly across all key measures in 2023 despite lower business volumes due to industry conditions, general economic uncertainty, and global financial markets, supported by a continued focus on attracting and retaining high-value customers.

 

Client acquisition increased by 246% during the FY2023, compared to a 42% decrease in FY2022. This was supported by continued investment in the group's multifaceted marketing approach, which included advanced marketing technology and several strategic initiatives and advertising campaigns. Total deposits from clients grew by 68% in FY2023 compared to a decrease of 22% in FY2022 thus, reflecting and demonstrating a healthy growth and continued confidence with clients in its operations and services offered to clients. The Company continues to invest in strategic markets to attract high net worth clients in tier one markets offering a broad range of products on its intuitive proprietary trading platforms.

Principal risks and uncertainties

The business only offers brokerage services. As a service provider, the directors believe that the company's primary financial risk exposures are related to counterparty credit risk and the obligation to keep enough liquidity to meet working capital requirements as well as regulatory capital requirements. The corporation doesn't engage in trading situations that put it at risk for material price fluctuations or foreign exchange fluctuations.

 

The company's financial risk management goals are therefore to minimise the key financial risks through having clearly defined terms of business with counterparties and stringent credit control over transactions with them and regular monitoring of cash flow and management accounts to ensure regulatory capital requirements are not breached and the company maintains adequate working capital. The principal non-financial risks faced by the company relate to information technology failure. This is mitigated by having appropriate back-up systems and procedures and a disaster recovery programme.

Development and performance

The Company has a strong balance sheet, with net assets of £3,543,409 (2022: £3,460,484) at the year end, enabling it to be well positioned to achieve its long term strategy. The Company continues to look for opportunities both in the UK and overseas. The directors anticipate that the company will expand its operations in both its primary market and other markets, which will enhance its financial performance and result in a notable increase in the number of clients, client deposits, and trade volumes.

 

The Company has incorporated a Branch in the United Arab of Emirates (UAE) under the Dubai Financial Services Authority (DFSA) establishing an office in the Dubai International Financial Centre (DIFC). Operations in the UAE are to launch in the second quarter of 2024. It is anticipating that the new segment of the Company will increase both the revenue and profitability along with increasing its brand awareness being present in the middle east region under the DFSA licence.

Key performance indicators

The business relies on sound overall financial management in terms of cost control, working capital levels, and debtor control rather than any KPIs. The directors are happy with how each of these areas performed during the term.

TF GLOBAL MARKETS (UK) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Directors' statement of compliance with duty to promote the success of the Company

The directors of the company have acted in a way that they consider, in good faith, would most likely promote the success of the company for the benefit of its shareholders, employees and customers as a whole, and in doing so, the directors have considered (amongst other matters):

 

The directors ensured fair treatment of shareholders, employees, and customers, balancing their interests in corporate decisions. As a privately held entity, the firm's operational trajectory is intricately entwined with the strategic imperatives of its parent company. Regular discourse with group directors and shareholders ensures strategic congruence and alignment with overarching objectives.

The long-term effects of any decisions made are in the best interest of the company's shareholders with aim to grow the business and increase profitability.

 

 

 

 

On behalf of the board

A Adat
Director
23 April 2024
TF GLOBAL MARKETS (UK) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

The directors present their annual report and financial statements for the year ended 31 December 2023.

Principal activities

The principal activity of the company continued to be that of a fully authorised execution only broker for various investment products, such as spread-betting, foreign exchange and contract for difference (CFD).

Directors

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

F Anees
N Anees
A Adat
Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Supplier payment policy

The company's current policy concerning the payment of trade creditors is to:
- settle the terms of payment with suppliers when agreeing the terms of each transaction;
- ensure that suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and
- pay in accordance with the company's contractual and other legal obligations.

Financial instruments
Price risk

Price risk is defined as the risk that exposures to excessive price fluctuations in positions held by the company would cause a material loss to arise. The company is not exposed to the price risk as it does not hold any unhedged financial investments. All client positions are simultaneously matched with its liquidity provider and hence this risk is fully mitigated.

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.

Credit risk

Investments of cash surpluses and borrowings are made through banks and companies which must fulfil credit rating criteria approved by the Board.

 

All customers who trade on margined brokerage account are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

Cash flow risk

Cash flow risks are that the company does not have sufficient financial resources to meet its obligations as they fall due. The company has controls in place to minimise the risk.

Post reporting date events

There have been no significant events affecting the company since the year end.

TF GLOBAL MARKETS (UK) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
Future developments

The directors are confident about the company's progress and believe the company is well placed to make further progress during the coming year. The company will continue to expand its client size by means of organic growth.

Auditor

Fisher, Sassoon & Marks were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of directors' responsibilities

The directors are responsible for preparing the annual 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

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.

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
A Adat
Director
23 April 2024
TF GLOBAL MARKETS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TF GLOBAL MARKETS (UK) LIMITED
- 5 -
Opinion

We have audited the financial statements of TF Global Markets (UK) 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 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:

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 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.

Opinions on other matters prescribed by the Companies Act 2006

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

TF GLOBAL MARKETS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TF GLOBAL MARKETS (UK) LIMITED
- 6 -
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 in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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.

 

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent to which 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.

 

 

TF GLOBAL MARKETS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TF GLOBAL MARKETS (UK) LIMITED
- 7 -

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

 

To address the risk of fraud through management bias and override of controls, we:

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment 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 so that we might state to the company's members those matters we are required to state to them in an auditor's 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.

Jonathan Marks (Senior Statutory Auditor)
For and on behalf of Fisher, Sassoon & Marks
23 April 2024
Chartered Accountants
Statutory Auditor
43-45 Dorset Street
London
W1U 7NA
TF GLOBAL MARKETS (UK) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£
£
Turnover
3
2,426,300
2,824,630
Administrative expenses
(2,311,922)
(2,592,605)
Operating profit
4
114,378
232,025
Interest receivable and similar income
8
68,000
68,000
Interest payable and similar expenses
9
(30,710)
-
0
Profit before taxation
151,668
300,025
Tax on profit
10
(68,743)
(12,441)
Profit for the financial year
82,925
287,584
Other comprehensive income
-
-
Total comprehensive income for the year
82,925
287,584

The profit and loss account has been prepared on the basis that all operations are continuing operations.

TF GLOBAL MARKETS (UK) LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
12
-
0
120,000
Tangible assets
13
334,543
433,617
334,543
553,617
Current assets
Debtors
15
4,815,304
5,029,423
Cash at bank and in hand
627,697
790,424
5,443,001
5,819,847
Creditors: amounts falling due within one year
16
(1,898,043)
(2,491,252)
Net current assets
3,544,958
3,328,595
Total assets less current liabilities
3,879,501
3,882,212
Creditors: amounts falling due after more than one year
17
(252,456)
(339,340)
Provisions for liabilities
Deferred tax liability
20
83,636
82,388
(83,636)
(82,388)
Net assets
3,543,409
3,460,484
Capital and reserves
Called up share capital
22
2,050,000
2,050,000
Profit and loss reserves
1,493,409
1,410,484
Total equity
3,543,409
3,460,484
The financial statements were approved by the board of directors and authorised for issue on 23 April 2024 and are signed on its behalf by:
A Adat
Director
Company registration number 09042646 (England and Wales)
TF GLOBAL MARKETS (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2022
2,050,000
1,122,900
3,172,900
Year ended 31 December 2022:
Profit and total comprehensive income
-
287,584
287,584
Balance at 31 December 2022
2,050,000
1,410,484
3,460,484
Year ended 31 December 2023:
Profit and total comprehensive income
-
82,925
82,925
Balance at 31 December 2023
2,050,000
1,493,409
3,543,409
TF GLOBAL MARKETS (UK) LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
28
(239,281)
(270,228)
Interest paid
(30,710)
-
0
Income taxes paid
-
0
(7,294)
Net cash outflow from operating activities
(269,991)
(277,522)
Investing activities
Purchase of tangible fixed assets
-
0
(426,543)
Interest received
68,000
68,000
Net cash generated from/(used in) investing activities
68,000
(358,543)
Financing activities
Repayment of borrowings
126,516
-
0
(Repayment)/proceeds from finance leases obligations
(87,252)
409,198
Net cash generated from financing activities
39,264
409,198
Net decrease in cash and cash equivalents
(162,727)
(226,867)
Cash and cash equivalents at beginning of year
790,424
1,017,291
Cash and cash equivalents at end of year
627,697
790,424
TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
1
Accounting policies
Company information

TF Global Markets (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 35 New Broad Street, Unit G07, London, England, EC2M 1NH.

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 under the historical cost convention, and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover represents cost plus recharged of to the parent company. Cost being direct and indirect costs incurred by the company in respect of its provision of all UK services to the parent company under a formal services agreement.

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
4 years
Licences
4 years
1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
4 - 5 years
Fixtures and fittings
4 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
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.

1.8
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 balance sheet 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.

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.

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
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.

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, bank loans, 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.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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.

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
Derecognition of financial liabilities

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

1.9
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.

1.10
Derivatives

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

 

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.11
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.

1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

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.

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.14
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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.

1.15
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.

1.16

Client money

The Company holds money on behalf of clients in accordance with the client money rules of its regulator. Client monies held in segregated bank accounts in accordance with regulations and the corresponding liabilities to these clients are not recognised in the Balance Sheet. At 31 December 2023, amounts held by the Company on behalf of clients in accordance with the Client Assets Rules of the Financial Conduct Authority amounted to £2,569,447 (2022: £3,128,511).

2
Judgements and key sources of estimation uncertainty

In the Directors’ view, they do not consider there to be any critical judgements or key sources of estimation uncertainty involved in the preparation of the company's financial statements.

3
Turnover and other revenue

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

2023
2022
£
£
Turnover analysed by class of business
Management fees
2,408,877
2,797,808
Other income
17,423
26,822
2,426,300
2,824,630
2023
2022
£
£
Other significant revenue
Interest income
68,000
68,000
TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
3
Turnover and other revenue
(Continued)
- 17 -
2023
2022
£
£
Turnover analysed by geographical market
Australia
2,408,877
2,797,808
United Kingdom
17,423
26,822
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(122,783)
73,303
Depreciation of owned tangible fixed assets
99,074
14,703
Depreciation of tangible fixed assets held under finance leases
81,809
6,817
Impairment of intangible assets
120,000
-
0
Operating lease charges
25,779
(6,617)
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
18,000
21,000
For other services
All other non-audit services
4,500
4,750
6
Employees

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

2023
2022
Number
Number
Management
3
7
Administration
3
15
Total
6
22

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
850,399
1,003,708
Social security costs
95,157
82,346
Pension costs
22,154
15,632
967,710
1,101,686
TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
215,000
166,668
Company pension contributions to defined contribution schemes
6,450
5,100
221,450
171,768

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2022 - 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
215,000
160,000
Company pension contributions to defined contribution schemes
6,450
5,100
8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest receivable from group companies
68,000
68,000
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
68,000
68,000
9
Interest payable and similar expenses
2023
2022
£
£
Other finance costs:
Interest on finance leases and hire purchase contracts
30,710
-
TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
3,378
(64,117)
Adjustments in respect of prior periods
64,117
-
0
Total current tax
67,495
(64,117)
Deferred tax
Origination and reversal of timing differences
1,248
76,558
Total tax charge
68,743
12,441

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
151,668
300,025
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2022: 19.00%)
37,917
57,005
Tax effect of utilisation of tax losses not previously recognised
(58,241)
84,015
Unutilised tax losses carried forward
-
0
7,734
Effect of change in corporation tax rate
(1,067)
-
0
Permanent capital allowances in excess of depreciation
24,769
(101,268)
Research and development tax credit
-
0
(64,116)
Under/(over) provided in prior years
64,117
-
0
Deferred tax
1,248
76,558
Research and development expense claim (Additional deduction)
-
0
(47,487)
Taxation charge for the year
68,743
12,441

The company has estimated tax losses of £nil (2022: £232,962) available to carry forward to offset against future profits.

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
11
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2023
2022
Notes
£
£
In respect of:
Intangible assets
12
120,000
-
0
Recognised in:
Administrative expenses
120,000
-
12
Intangible fixed assets
Software
Licences
Total
£
£
£
Cost
At 1 January 2023 and 31 December 2023
226,563
120,000
346,563
Amortisation and impairment
At 1 January 2023
226,563
-
0
226,563
Impairment losses
-
0
120,000
120,000
At 31 December 2023
226,563
120,000
346,563
Carrying amount
At 31 December 2023
-
0
-
0
-
0
At 31 December 2022
-
0
120,000
120,000

More information on impairment movements in the year is given in note 11.

13
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Total
£
£
£
Cost
At 1 January 2023 and 31 December 2023
515,204
243,181
758,385
Depreciation and impairment
At 1 January 2023
112,975
211,793
324,768
Depreciation charged in the year
81,809
17,265
99,074
At 31 December 2023
194,784
229,058
423,842
Carrying amount
At 31 December 2023
320,420
14,123
334,543
At 31 December 2022
402,229
31,388
433,617
TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
13
Tangible fixed assets
(Continued)
- 21 -

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

2023
2022
£
£
Plant and equipment
320,420
402,229

Assets acquired under hire purchase are secured against the hire purchase agreement. The title for these assets are restricted and assets pledged as security for the corresponding liabilities.

14
Financial instruments
2023
2022
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
4,791,868
4,816,007
Carrying amount of financial liabilities
Measured at amortised cost
2,087,696
2,796,509
15
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
108,418
136,668
Corporation tax recoverable
-
0
64,117
Amounts owed by group undertakings
4,683,450
4,679,339
Other debtors
9,523
126,136
Prepayments and accrued income
13,913
23,163
4,815,304
5,029,423

As at the year end an amount of £4,683,450 (2022: £4,276,213) was owed by the parent company TF Global Markets (Aust) Pty Ltd. This amount includes £1,700,000 (2022: £1,700,000) collateral deposit (against clients open positions), held with parent company TF Global Markets (Aust) Pty Ltd, with 4% interest per annum and repayable on demand.

 

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
16
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Obligations under finance leases
19
69,490
69,858
Other borrowings
18
126,516
-
0
Trade creditors
1,536,148
1,604,195
Amounts owed to group undertakings
-
0
18,698
Corporation tax
3,378
-
0
Other taxation and social security
59,425
34,082
Other creditors
58,368
-
0
Accruals and deferred income
44,718
764,419
1,898,043
2,491,252

Trade creditors include clients balances of £1,039,023 (2022: £1,279,403) held under title transfer collateral arrangement. The corresponding amounts are included in cash at bank and other funds across the group.

17
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Obligations under finance leases
19
252,456
339,340
18
Loans and overdrafts
2023
2022
£
£
Other loans
126,516
-
0
Payable within one year
126,516
-
0

Other borrowings represents short term commercial loan, which are unsecured and carries an interest rate of 5.45% per annum.

19
Finance lease obligations
2023
2022
Future minimum lease payments due under finance leases:
£
£
Within one year
96,988
102,228
In two to five years
290,963
408,910
387,951
511,138
Less: future finance charges
(66,005)
(101,940)
321,946
409,198
TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
19
Finance lease obligations
(Continued)
- 23 -

Finance lease payments represent rentals payable by the company for certain items of fixed assets. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is five years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2023
2022
Balances:
£
£
Accelerated capital allowances
83,636
82,388
2023
Movements in the year:
£
Liability at 1 January 2023
82,388
Charge to profit or loss
1,248
Liability at 31 December 2023
83,636
21
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
22,154
15,632

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

22
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
2,050,000
2,050,000
2,050,000
2,050,000
23
Financial commitments, guarantees and contingent liabilities

There are no matters to report.

24
Events after the reporting date

There are no matters to report.

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
25
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2023
2022
£
£
Aggregate compensation
385,000
336,667
Other information

The company has taken advantage of the exemption available under paragraph 33.1A of FRS 102 "Transactions with group members" whereby it has not disclosed transactions with the parent company and any wholly owned subsidiary undertaking of the group.

 

No guarantees have been given or received.

26
Directors' transactions

As at the year end the amount payable to the company directors was £39,155 (2022: £nil). This amount is interest free and repayable on demand.

27
Ultimate controlling party

The parent company with 100% shareholding is TF Global Markets (Aust) Pty Ltd, a company registered in Australia.

 

The smallest group in which the results of TF Global Markets (UK) Limited are consolidated is that headed by TF Global Markets (Aust) Pty Ltd and copies can be obtained from the registered office - Level 11, 636 St. Kilda Road, Melbourne, VIC 3004, Australia.

 

The ultimate controlling party is Mr. N Anees, by virtue of majority shareholding in the ultimate parent company Think Financial Group Holdings Limited (Australia).

TF GLOBAL MARKETS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
28
Cash absorbed by operations
2023
2022
£
£
Profit for the year after tax
82,925
287,584
Adjustments for:
Taxation charged
68,743
12,441
Finance costs
30,710
-
0
Investment income
(68,000)
(68,000)
Amortisation and impairment of intangible assets
120,000
-
0
Depreciation and impairment of tangible fixed assets
99,074
21,520
Movements in working capital:
Decrease/(increase) in debtors
150,002
(1,456,697)
(Decrease)/increase in creditors
(722,735)
932,924
Cash absorbed by operations
(239,281)
(270,228)
29
Analysis of changes in net funds
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
790,424
(162,727)
627,697
Borrowings excluding overdrafts
-
(126,516)
(126,516)
Obligations under finance leases
(409,198)
87,252
(321,946)
381,226
(201,991)
179,235
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