Registration number:
Culross Global Management Limited
for the Year Ended 31 December 2023
Culross Global Management Limited
Contents
Strategic Report |
|
Directors' Report |
|
Statement of Directors' Responsibilities |
|
Independent Auditor's Report |
|
Profit and Loss Account and Statement of Retained Earnings |
|
Balance Sheet |
|
Statement of Cash Flows |
|
Notes to the Financial Statements |
Culross Global Management Limited
Strategic Report for the Year Ended 31 December 2023
The directors present their strategic report for the year ended 31 December 2023.
Principal activity
The principal activity of the company is an investment adviser. The company is authorised and regulated by the Financial Conduct Authority ("the FCA").
The company also provides managed account advisory services, investor relations and product distribution services to UK domiciled investors and prospects.
Fair review of the business
In addition to its principal activity, the company generates independent in-depth research on investment managers, funds and products which it supplies both to other Culross Group entities and directly to clients. The company’s proprietary software provides a cloud based, easy to access, efficient platform for staff to work across the Group sharing information and using a set of highly effective tools for research, investment management and operations. During the year there were no cybersecurity incidents or issues.
The company only interacts with Professional Clients such as institutional investment managers, endowments and substantial family offices.
During the year the company further developed its working relationship with two highly professional marketing agents which has broadened the range of corporate activities undertaken by the firm and strengthened communication to institutional investment managers.
Pillar 3 disclosures can be requested from the registered office or by email: compliance@culrossglobal.com
Principal risks and uncertainties
The financial results of the company show an operating loss of £39,728.
The principal risk faced by the company is any reduction in the range of products or assets managed by the group which consequently reduces the requirement for research. The company continues to hold capital resources which are fully sufficient to meet FCA regulatory requirements and benefits from being part of a larger group of businesses across Europe.
Approved and authorised by the
......................................... |
Culross Global Management Limited
Directors' Report for the Year Ended 31 December 2023
The directors present their report and the financial statements for the year ended 31 December 2023.
Directors of the company
The directors who held office during the year were as follows:
Information included in the Strategic Report
All items required under Sch. 7 of Large and Medium-sized Companies and Groups (Accounts and Reports Regulations) 2008 to be disclosed in the directors' report are set out in the strategic report in accordance with s.414C(11) CA 2006.
Disclosure of information to the auditors
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Approved and authorised by the
......................................... |
Culross Global Management Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities 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:
• |
select suitable accounting policies and apply them consistently; |
• |
make judgements and accounting estimates that are reasonable and prudent; |
• |
state whether applicable United Kingdom 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.
Culross Global Management Limited
Independent Auditor's Report to the Members of Culross Global Management Limited
Opinion
We have audited the financial statements of Culross Global Management Limited (the 'company') for the year ended 31 December 2023, which comprise the Profit and Loss Account and Statement of Retained Earnings, Balance Sheet, 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 Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
• | give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its loss 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 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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.
Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
• |
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
Culross Global Management Limited
Independent Auditor's Report to the Members of Culross Global Management Limited
Matters on which we are required to report by exception
In the light of our 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 and 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 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 Statement of Directors' Responsibilities [set out on page 3], 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 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.
In planning and designing our audit tests, we identify and assess the risks of material misstatement within the financial statements, whether due to fraud or error. Our assessment of these risks includes consideration of the nature of the industry and sector, the control environment and the business performance along with the results of our enquiries of management, about their own identification and assessment of the risks of irregularities. We are also required to perform specific procedures to respond to the risk of management override.
Following this assessment we considered the opportunities and incentives that may exist within the company for fraud and identified the greatest potential for fraud in the raising of sales invoices.
We also obtained an understanding of the legal and regulatory frameworks that the company operates in, through discussions with directors and other management, and from our commercial knowledge and experience of the sector in which the company operates, to enable us to identify the key laws and regulations applicable to the company. We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental, health and safety legislation and FCA regulations.
We then performed audit procedures after consideration of the above risks which included the following:
• |
reviewing investment valuations and comparing to sales invoices raised; |
• |
reviewing systems and controls to gain assurance that they are working effectively; |
• |
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
• |
enquiring of management concerning actual and potential litigation and claims; |
Culross Global Management Limited
Independent Auditor's Report to the Members of Culross Global Management Limited
• |
reviewing correspondence with the FCA, HMRC, and the company’s legal advisors; |
• |
reading minutes of meetings of those charged with governance; and |
• |
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments, assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. |
All engagement team members were informed of the relevant laws and regulations and potential fraud risks at the planning stage and reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify such items.
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 collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Culross Global Management Limited
Independent Auditor's Report to the Members of Culross Global Management Limited
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.
......................................
For and on behalf of
Statutory Auditors & Chartered Accountants
Culross Global Management Limited
Profit and Loss Account and Statement of Retained Earnings for the Year Ended 31 December 2023
Note |
2023 |
2022 |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Operating (loss)/profit |
( |
|
|
Other interest receivable and similar income |
- |
|
|
Interest payable and similar charges |
( |
- |
|
(7) |
53 |
||
(Loss)/profit for the financial year |
( |
|
|
Retained earnings brought forward |
(97,910) |
(110,741) |
|
Retained earnings carried forward |
(137,638) |
(97,910) |
Culross Global Management Limited
(Registration number: 02736036)
Balance Sheet as at 31 December 2023
Note |
2023 |
2022 |
|||
Current assets |
|||||
Debtors |
|
|
|||
Cash at bank and in hand |
|
|
|||
|
|
||||
Creditors: Amounts falling due within one year |
( |
( |
|||
Net assets |
|
|
|||
Capital and reserves |
|||||
Called up share capital |
|
|
|||
Share premium reserve |
|
|
|||
Retained earnings |
( |
( |
|||
Shareholders' funds |
|
|
Approved and authorised by the
......................................... |
Culross Global Management Limited
Statement of Cash Flows for the Year Ended 31 December 2023
2023 |
2022 |
|
Cash flows from operating activities |
||
(Loss)/profit for the year |
( |
|
Adjustments to cash flows from non-cash items |
||
Finance income |
- |
( |
Finance costs |
|
- |
( |
|
|
Working capital adjustments |
||
Increase in trade debtors |
( |
( |
Increase/(decrease) in trade creditors |
|
( |
Net cash flow from operating activities |
( |
( |
Cash flows from investing activities |
||
Interest received |
- |
|
Cash flows from financing activities |
||
Interest paid |
( |
- |
Net decrease in cash and cash equivalents |
( |
( |
Cash and cash equivalents at 1 January |
|
|
Cash and cash equivalents at 31 December |
46,240 |
114,368 |
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
The company’s functional and presentation currency is pound sterling.
Summary of disclosure exemptions
The company has taken advantage of the exemptions available under FRS 102, Section 33 Related party disclosures and UK Statutory Instruments, 1 Sch.72 from disclosing transactions and balances with fellow group undertakings that are wholly owned.
Going concern
The company has made a loss of £39,728 and at the period end has negative retained earnings of £137,638. The company is dependent upon the continued support of its parent undertaking and shareholder. On the basis that both parties have indicated that this support will continue, the directors have prepared the accounts on a going concern basis.
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Judgements
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements. |
Deferred tax asset |
The company has unused tax losses of £445,288 which have not been recognised in the accounts as a deferred tax asset due to the uncertainty of the timing of the utilisation of these tax losses. |
Key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements
Impairment of debtors
The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. The carrying amount is £83,286 (2022 -£46,664).
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the company’s activities. Turnover is shown net of value added tax.
The company recognises revenue when the amount of revenue can be measured reliably and it is probable that future economic benefits will flow to the entity.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
Provisions for liabilities
Provisions are recognised when the company has an obligation at the reporting date as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Financial instruments
Financial assets
Basic financial assets, including trade and other receivables, are initially recognised at transaction price, 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 for a similar asset. Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 and any subsequent reversal is recognised in profit or loss.
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities
Basic financial liabilities, including trade and other payables, 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 receipts discounted at a market rate of interest for a similar debt instrument.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Revenue |
The analysis of the company's Turnover for the year from continuing operations is as follows:
2023 |
2022 |
|
Sale of goods |
|
|
Operating (loss)/profit |
Arrived at after charging/(crediting)
2023 |
2022 |
|
Foreign exchange losses/(gains) |
|
( |
Interest payable and similar expenses |
2023 |
2022 |
|
Interest expense on other finance liabilities |
|
- |
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
2023 |
2022 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Pension costs, defined contribution scheme |
|
|
|
|
The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:
2023 |
2022 |
|
Administration and support |
|
|
|
|
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Directors' remuneration |
The directors' remuneration for the year was as follows:
2023 |
2022 |
|
Remuneration |
|
|
Contributions paid to money purchase schemes |
|
|
66,000 |
66,000 |
During the year the number of directors who were receiving benefits and share incentives was as follows:
2023 |
2022 |
|
Accruing benefits under money purchase pension scheme |
|
|
Auditors' remuneration |
2023 |
2022 |
|
Audit of the financial statements |
|
|
Other fees to auditors |
||
Taxation compliance services |
|
|
All other non-audit services |
|
|
|
|
Taxation |
Tax charged/(credited) in the income statement
2023 |
2022 |
|
Current taxation |
||
UK corporation tax |
- |
- |
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2022 - lower than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2023 |
2022 |
|
(Loss)/profit before tax |
( |
|
Corporation tax at standard rate |
( |
|
Effect of expense not deductible in determining taxable profit (tax loss) |
- |
|
Effect of tax losses |
|
( |
Total tax charge/(credit) |
- |
- |
The company has £445,288 of unused tax losses not recognised.
Debtors |
Current |
2023 |
2022 |
Trade debtors |
|
|
Amounts owed by related parties |
- |
|
Other debtors |
|
|
Prepayments |
|
|
|
|
Creditors |
2023 |
2022 |
|
Due within one year |
||
Trade creditors |
|
|
Amounts due to group undertakings |
|
- |
Social security and other taxes |
|
- |
Other creditors |
|
|
Accruals |
|
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Reserves |
Share capital
Represents the nominal value of issued shares.
Profit and loss account
Includes all current and prior periods distributable profits and losses.
Share premium account
Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.
Share capital |
Allotted, called up and fully paid shares
2023 |
2022 |
|||
No. |
£ |
No. |
£ |
|
|
|
3,185 |
|
3,185 |
Rights, preferences and restrictions
Ordinary shares have the following rights, preferences and restrictions: |
Obligations under leases and hire purchase contracts |
Operating leases
The total of future minimum lease payments is as follows:
2023 |
2022 |
|
Not later than one year |
- |
|
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
Culross Global Management Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Analysis of changes in net debt |
At 01 January 2023 |
Cash flows |
Other non-cash changes |
At 31 December 2023 |
|||
£ |
£ |
£ |
£ |
|||
Cash at bank and in hand |
114,368 |
(68,128) |
- |
46,240 |
||
114,368 |
(68,128) |
46,240 |
Parent and ultimate parent undertaking |
The company's immediate parent is
The ultimate controlling party is