Unaudited Financial Statements
Upstream Trade Finance Limited
For the year ended 31 December 2023
Registered number: NI634644
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Upstream Trade Finance Limited
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Company Information
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Alan Wardlow (resigned 14 April 2023)
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12 - 15 Donegall Square West
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Upstream Trade Finance Limited
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Contents
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Notes to the Financial Statements
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Independent Accountant's Report to the directors of the unaudited financial statements of Upstream Trade Finance Limited for the year ended 31 December 2023
In order to assist you fulfil your duties under the Companies Act 2006, we have compiled the financial statements of Upstream Trade Finance Limited for the year ended 31 December 2023, which comprise the Statement of comprehensive income, the Balance sheet and the related notes to the financial statements, including a summary of significant accounting policies, from the company's accounting records and from information and explanations you have given to us.
The financial statements have been prepared on the basis set out in the notes to the financial statements.
This report is made solely to the directors of Upstream Trade Finance Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely that we might compile the financial statements that we have been engaged to compile, report to the company's directors that we have done so and state those matters that we have agreed to state to the directors of Upstream Trade Finance Limited, as a body, in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Upstream Trade Finance Limited and its directors, as a body, for our work or for this report.
We have carried out this engagement in accordance with the technical guidance issued by Chartered Accountants Ireland ("the Institute") and have complied with the ethical guidance laid down by the Institute relating to members undertaking the compilation of financial statements.
You have approved the financial statements for the year ended 31 December 2023 and you have acknowledged on the Balance sheet as at 31 December 2023 your duty to ensure that Upstream Trade Finance Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view in accordance with the Companies Act 2006. You consider that Upstream Trade Finance Limited is exempt from the statutory audit requirement for the year ended 31 December 2023.
We have not been instructed to carry out an audit or review the financial statements of Upstream Trade Finance Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.
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Chartered Accountants
12 - 15 Donegall Square West
Belfast
BT1 6JH
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Date: 24 September 2024
Page 1
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Upstream Trade Finance Limited
Registered number:NI634644
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Balance sheet
As at 31 December 2023
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Page 2
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Upstream Trade Finance Limited
Registered number:NI634644
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Balance sheet (continued)
As at 31 December 2023
The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 September 2024.
The notes on pages 4 to 9 form part of these financial statements.
Page 3
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Upstream Trade Finance Limited
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Notes to the financial statements
For the year ended 31 December 2023
Upstream Trade Finance Limited is a company limited by shares and incorporated in Northern Ireland. The registered office is Suite B, Ground Floor, 40 Linenhall Street, Belfast, BT2 8BA.
The principal activity of the company is that of providing trade financing facilities.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company receives financial support from its funders. The Director is confident the support will continue for a period of at least 12 months from the date of approval of these financial statements. On this basis these financial statements therefore continue to be prepared on the going concern basis.
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Page 4
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Upstream Trade Finance Limited
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Notes to the financial statements
For the year ended 31 December 2023
2.Accounting policies (continued)
In January 2021, the company entered into a receivables purchase agreement ("RPA") with Cubitt Trade Capital LLC (the "purchaser") and other parties, under which the company will sell its receivables to the Purchaser who will immediately resell to the issuer on the same terms and conditions. Pursuant to the RPA, the company sells, conveys, and assigns to the purchaser all its rights, title, and interest in these receivables. The company earns a management fee from the purchaser for its services, which is included as turnover within these accounts.
Interest income is recognised in profit or loss using the effective interest method.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Page 5
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Upstream Trade Finance Limited
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Notes to the financial statements
For the year ended 31 December 2023
2.Accounting policies (continued)
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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Estimates and judgements are required when applying accounting policies. These are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The company makes estimates and assumptions concerning the future, which can involve a high degree of judgement or complexity. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below:
a) Recoverability of debtors
Estimates are made in respect of the recoverable value of trade and other debtors. When assessing the level of provisions required, factors including current trading experience, historical experience and the aging profile of debtors are considered.
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The average monthly number of employees, including the directors, during the year was as follows:
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Page 6
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Upstream Trade Finance Limited
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Notes to the financial statements
For the year ended 31 December 2023
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Amounts owed by group undertakings
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Prepayments and accrued income
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Accruals and deferred income
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Creditors: Amounts falling due after more than one year
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Page 7
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Upstream Trade Finance Limited
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Notes to the financial statements
For the year ended 31 December 2023
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Analysis of the maturity of loans is given below:
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Amounts falling due within one year
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Amounts falling due 1-2 years
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Amounts falling due 2-5 years
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Amounts falling due after more than 5 years
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Authorised, allotted, called up and fully paid
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3 (2022 -3) Ordinary shares of £1.00 each
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Profit and loss account
This includes all current and prior period retained profits and losses.
Page 8
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Upstream Trade Finance Limited
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Notes to the financial statements
For the year ended 31 December 2023
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Related party transactions
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The company had the following related party transactions during the year:
The company has availed of the exemption under FRS102 section 33 which does not require disclosure of transactions entered into between any subsidiary undertaking which is wholly owned by a member of that
group.
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The immediate parent company of Upstream Trade Finance Limited is Lamasom Limited.
Cubitt Trade Holdings (Europe) LCC is considered to be the ultimate controlling party by virtue of it's shareholding in Lamasom Limited.
Page 9
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