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REGISTERED NUMBER: 03100568 (England and Wales)















Report of the Directors and

Unaudited Financial Statements for the Year Ended 31 December 2023

for

Spire (U.K.) Limited

Spire (U.K.) Limited (Registered number: 03100568)






Contents of the Financial Statements
for the Year Ended 31 December 2023




Page

Company information 1

Report of the directors 2

Income statement 3

Balance sheet 4

Statement of changes in equity 5

Notes to the financial statements 6


Spire (U.K.) Limited

Company Information
for the Year Ended 31 December 2023







DIRECTORS: Global Assistance Services Sa
Mrs A E L Ramirez





SECRETARY: Vistra Cosec Limited





REGISTERED OFFICE: Suite 1, 7th Floor
50 Broadway
London
United Kingdom
SW1H 0BL





REGISTERED NUMBER: 03100568 (England and Wales)






Spire (U.K.) Limited (Registered number: 03100568)

Report of the Directors
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of holding of an interest in an operational company in the Euro zone.

DIVIDENDS
The net loss for the year ended 31st December 2023 was (£17,840); 2022: net loss (£8,706).
As at 31st December 2023, the equity was negative £250,791; 2022 : equity was negative £232,951.

There were no dividends paid or declared during the year.

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

Global Assistance Services Sa
Mrs A E L Ramirez

DIRECTOR'S RESPONSIBILITIES IN RESPECT OF THE FINANCIAL STATEMENTS
The Directors are required to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Company and of its profit or loss and are in accordance with applicable laws.

In preparing those financial statements, the Directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgements and estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed 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 for the foreseeable future.
The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time, the financial position of the Company, and enable them to ensure that the financial statements comply with UK Law. The Directors 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.

ON BEHALF OF THE BOARD:





Global Assistance Services Sa - Director


30 August 2024

Spire (U.K.) Limited (Registered number: 03100568)

Income Statement
for the Year Ended 31 December 2023

2023 2022
Notes £    £   

TURNOVER - -

Operational expenses (17,840 ) (8,706 )
OPERATING LOSS and
LOSS BEFORE TAXATION (17,840 ) (8,706 )

Tax on loss - -
LOSS FOR THE FINANCIAL YEAR (17,840 ) (8,706 )

Spire (U.K.) Limited (Registered number: 03100568)

Balance Sheet
31 December 2023

2023 2022
Notes £    £   
FIXED ASSETS
Investments 6 552,269 566,675

CURRENT ASSETS
Debtors 7 2,856 2,896

CREDITORS
Amounts falling due within one year 8 (805,916 ) (802,522 )
NET CURRENT LIABILITIES (803,060 ) (799,626 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(250,791

)

(232,951

)

CAPITAL AND RESERVES
Called up share capital 10,000 10,000
Retained earnings (260,791 ) (242,951 )
SHAREHOLDERS' FUNDS (250,791 ) (232,951 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 30 August 2024 and were signed on its behalf by:




Global Assistance Services Sa - Director



Mrs A E L Ramirez - Director


Spire (U.K.) Limited (Registered number: 03100568)

Statement of Changes in Equity
for the Year Ended 31 December 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2022 10,000 (234,245 ) (224,245 )

Changes in equity
Total comprehensive income - (8,706 ) (8,706 )
Balance at 31 December 2022 10,000 (242,951 ) (232,951 )

Changes in equity
Total comprehensive income - (17,840 ) (17,840 )
Balance at 31 December 2023 10,000 (260,791 ) (250,791 )

Spire (U.K.) Limited (Registered number: 03100568)

Notes to the Financial Statements
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

SPIRE (U.K.) LIMITED is a company registered in the United Kingdom, incorporated on the 11th September 1995.

The principal activity of the Company in the year under review was the holding of an interest in an operational company in the euro zone.

2. ACCOUNTING POLICIES

BASIS OF PREPARING THE FINANCIAL STATEMENTS
The financial statements have been prepared in British Pounds and in according with International Reporting Standards.

REVENUE RECOGNITION
Revenue is recognised when it is probable that the economic benefits associated with the transaction will flow to the Company and the amount of the revenue can be measured reliably.

EXPENSES
Expenses are accounted for at historical cost on an accrual basis.

OPERATING PROFIT/ (LOSS)
Operating profit / (loss) includes revenue received, and reduced by operating expenses and administrative expenses as excluded finance costs, finance incomes and other gains and losses.

FINANCIAL INSTRUMENTS
Financial instruments are recorded at historical cost, which is considered to reflect the fair valuation of the underlying assets and liabilities.

BORROWING COSTS
All borrowing costs are recognised in the income statement in the period in which they are incurred.

FINANCIAL INSTRUMENTS
Financial instruments are recorded at historical cost, which is considered to reflect the fair valuation of the underlying assets and liabilities.

BORROWING COSTS
All borrowing costs are recognised in the income statement in the period in which they are incurred.

FOREIGN CURRENCIES
(i) Functional and presentation currency
Items included in the financial statements are measured in the currency of the primary economic environment in which the entity operates (the "functional currency").
The financial statements are presented in Sterling, which is the Company's functional and presentational currency.

(ii) Transactions and balances
Transactions in currencies other than British Pounds are recorded at the rates of exchange prevailing on the dates of the transactions.
At each Balance Sheet date, monetary assets and liabilities which are denominated in foreign currencies are retranslated at the rates prevailing on the Balance Sheet date.
Non-monetary assets and liabilities, that are carried at fair value, and denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. All realised and unrealised profits and losses arising on exchange are included in the profit and loss account.

Spire (U.K.) Limited (Registered number: 03100568)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

GOING CONCERN
The Company's financial statements have been prepared on the going concern basis. The Directors consider this to be appropriate as they received assurances from the Shareholders to the effect that they will continue to make funds available to the Company for the foreseeable future and will continue to meet the the Company's obligations to other creditors as and when they fall due.

3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

The Company makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated and are based on historical experience.

4. EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2022 - NIL).

5. OPERATING LOSS

20232022
£   £   
Directors' fees904904
Secretarial fees904904
Filing fees-735
Legal and professional fees5922,623
Accountancy fees1,2811,389
Administration fees8,3568,599
Disbursements-(520)
12,03714,634

OTHER GAINS / (LOSSES)
20232022
£   £   
Foreign exchange gain 2022-(6,163)
Foreign exchange gain 20232,565-
2,565(6,163)

Spire (U.K.) Limited (Registered number: 03100568)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

6. FIXED ASSET INVESTMENTS

Shares In Group Undertaking

2023 2022
£    £   
Shares in underlying company 400,570 400,570
Provision (107,766 ) (99,398 )
292,804 301,172

Olivarera Peninsular SA 72,25%. The net asset value of Olivarera Peninsular SA at 31 December 2023 was €467,233.

Participation Loan Receivable

2023 2022 2023 2022
€    £    £   
Participation loan 166,743 166,743 139,774 139,774

The participation loan is unsecured, bears interest of 1% of the EBITDA as at the 31/12 of the previous year and matures on the 20 October 2024.At the date of signing these accounts, the Directors are in negotiations to extend the maturity of this loan and do expect the repayment date to be extended.
No interest has been provided for, as the Olivarera Peninsular SA had a negative EBITDA of 4,285 € in 2022 (2021 negative EBITDA of 6,034€).

Loan Receivable

2023 2022 2023 2022
€    €    £    £   
Loan receivable from Olivarera
Peninsular SA

333,486

333,486

289,256

295,294
Provision for risk due to the subsidiaries
assessed losses to date


(29,791

)

(29,791

)
Loan at cost 259,465 265,503
less
Loan converted to a Participation Loan 166,743 166,743 139,774 139,774
119,691 125,729

The loan receivable from Olivarera Peninsular SA was initially purchased from the investor for €300,000. This amount has been increased over the years with other interco transactions to reach €333,486 at 31st December 2023. It is unsecured, interest free and repayable 14 months after the submission of a formal demand.

Spire (U.K.) Limited (Registered number: 03100568)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

20232022
£   £   

Prepayments2,8562,746
Trade Creditors - Refund-150
2,8562,896

The refund is to be offset against a future invoice.

8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Loans Payable

2023202220232022
€   €   £   £   
Loan M. G345,000345,000299,243305,490
Loan J.M.G165,284165,284
Loan - Shareholder LST216,527216,527
681,054687,301

The shareholder loan and the loans payable to MG and JMG are unsecured, interest free and repayable on demand.

Trade and Other Payables

2023202220232022
€   €   £   £   
Current account - Shareholder LST142,269127,320123,400112,739
Accruals1,4622,482
124,862115,221

The shareholder loan is unsecured, interest free and repayable on demand.
The Directors consider that the carrying amount of trade payables approximates to their fair values.

9. FOREIGN EXCHANGE RISK

Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when the future transactions and recognised assets and liabilities are denominated in a currency that is not the Company's measured currency.

The company is exposed to a foreign exchange risk as part of its cash is held in US dollars and Euro's.

FAIR VALUE ESTIMATION
The fair value of the Company's financial assets and liabilities approximate their carrying amounts on the balance sheet date.

Spire (U.K.) Limited (Registered number: 03100568)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

10. CONTROLLING PART AND RELATED PARTY DISCLOSURES

Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operations decisions.

Spire (U.K.) Limited is the parent company of Olivarera Peninsular SA, and holds 72.25% of the share capital of thc company.

The Parent Company and its subsidiaries elected not to consolidate their accounts for the period, as per the exemption in the Companies Act 2016, 5399(2A).

CONTINGENT LIABILITIES
The company had no other liabilities as at 31st December 2023.

COMMITMENTS
The Company had no other commitments as at 31st December 2023.

11. POST BALANCE SHEET EVENTS

There were no material events after the reporting period, which have a bearing on the understanding of the financial statements.