REGISTERED NUMBER: |
Valpre Capital UK Limited |
Financial Statements |
for the Year Ended 31 March 2024 |
REGISTERED NUMBER: |
Valpre Capital UK Limited |
Financial Statements |
for the Year Ended 31 March 2024 |
Valpre Capital UK Limited (Registered number: 11872154) |
Contents of the Financial Statements |
for the Year Ended 31 March 2024 |
Page |
Company Information | 1 |
Balance Sheet | 2 | to | 3 |
Notes to the Financial Statements | 4 | to | 9 |
Valpre Capital UK Limited |
Company Information |
for the Year Ended 31 March 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
Valpre Capital UK Limited (Registered number: 11872154) |
Balance Sheet |
31 March 2024 |
2024 | 2023 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 5 |
Investments | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 | ( |
) | ( |
) |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year | 9 | ( |
) | ( |
) |
NET LIABILITIES | ( |
) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital | 10 |
Profit and loss account | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
Valpre Capital UK Limited (Registered number: 11872154) |
Balance Sheet - continued |
31 March 2024 |
In accordance with Section 444 of the Companies Act 2006, the Profit and Loss Account has not been delivered. |
The financial statements were approved by the Board of Directors and authorised for issue on |
Valpre Capital UK Limited (Registered number: 11872154) |
Notes to the Financial Statements |
for the Year Ended 31 March 2024 |
1. | STATEMENT OF COMPLIANCE |
These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006. |
2. | ACCOUNTING POLICIES |
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 presentational currency is pound sterling. |
PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS |
In the opinion of the directors, the company and its subsidiary undertakings comprise a small group. The company has therefore taken advantage of the exemption provided under S398 of the Companies Act 2006 not to prepare group accounts. |
CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not really apparent from other sources. The estimates and associated assumptions are based in historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. |
GOING CONCERN |
Whilst there is evidence to suggest that the negative balance sheet position will continue until the construction project is completed, the use of going concern is considered appropriate as the shareholders and directors will continue to support the company until such time and have no intention of recalling their loans until the company is financially able to do so. |
The development being undertaken by 3K Mayfair Limited, a related company, is expected to achieve practical completion by 31 December 2024. The development is comprised of eight apartments with two of them having been sold off plan and a further two units currently being handled by the legal team to finalise the sales transactions anticipated in October 2024. There are multiple viewings taking place on the remaining units and the directors expect further sales to take place between now and practical completion. All sales have been completed at values in line with the latest valuation completed by Jones Lang LaSalle. |
EVC Kilt Limited, a related company has invested in 2 companies; Strathruddie Energy Centre Limited and Montreathmont Energy Centre Limited, which are undertaking the development of photovoltaic and battery energy storage systems sites in Scotland. The projects have continued to advance in development over the last 12 months and have most recently been allocated "Contracts for Difference" in the recent "Allocation Round 6" round. In today's market, both projects have values in excess of the carrying cost on the balance sheet. |
Vennre Venture Holdings is a newly-set venture that offers a digital wealth management platform for exclusive private market investments. As an invite-only platform, they specialise in offering carefully curated opportunities from global top-tier managers. As of end June 2024, the company had a positive equity. |
Valpre Capital UK Limited (Registered number: 11872154) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2024 |
2. | ACCOUNTING POLICIES - continued |
REVENUE RECOGNITION |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates,value added tax and other sales taxes.Turnover is recognised when a contract to provide financial services have been entered and approved by both parties. |
TANGIBLE FIXED ASSETS |
Tangible assets are stated in the statement of financial position at cost , less any subsequent accumulated depreciation and subsequent accumulated impairment losse. |
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
Asset Class | Depreciation policy |
Computer equipment | 33% on straight line basis |
Furniture and Fixture | 25% on straight line basis |
INVESTMENTS IN SUBSIDIARIES |
Investments in subsidiary undertakings are recognised at cost. |
FINANCIAL INSTRUMENTS |
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. |
TAXATION |
The tax expense for the period comprises current 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 income 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. |
DEFERRED TAX |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
FOREIGN CURRENCY TRANSACTIONS AND BALANCES |
Transactions in foreign currencies are recorded at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the closing rates at the balance sheet date. |
All exchange differences are included in the profit and loss account. |
Valpre Capital UK Limited (Registered number: 11872154) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2024 |
2. | ACCOUNTING POLICIES - continued |
PENSION COSTS AND OTHER POST-RETIREMENT BENEFITS |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
CASH AND CASH EQUIVALENTS |
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value. |
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. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
4. | AUDITORS' REMUNERATION |
2024 | 2023 |
£ | £ |
Fees payable to the company's auditors for the audit of the company's financial statements |
5,190 |
4,800 |
5. | TANGIBLE FIXED ASSETS |
Fixtures |
and | Computer |
fittings | equipment | Totals |
£ | £ | £ |
COST |
At 1 April 2023 |
and 31 March 2024 |
DEPRECIATION |
At 1 April 2023 |
Charge for year |
At 31 March 2024 |
NET BOOK VALUE |
At 31 March 2024 |
At 31 March 2023 |
Valpre Capital UK Limited (Registered number: 11872154) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2024 |
6. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertaking |
£ |
COST |
At 1 April 2023 |
Additions |
Exchange differences | ( |
) |
At 31 March 2024 |
NET BOOK VALUE |
At 31 March 2024 |
At 31 March 2023 |
VC TKY Limited | 31.03.2024 | 31.03.2023 |
£ | £ |
Aggregate Capital & Reserves | 1,773,513 | 1,831,187 |
Profit / (Loss ) for the year | (57,674 | ) | 32,972 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Other loan | 2,210,635 | 2,008,776 |
Amounts owed by group undertakings |
Other debtors |
Deposit office rent | 40,501 | 48,048 |
VAT |
Prepayments |
The other loans balance of £2,210,635 relates to deep discounted loan inclusive of interests to EVC Kilt Limited, a related party. |
Valpre Capital UK Limited (Registered number: 11872154) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2024 |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Withholding tax payable | 11,256 | - |
PAYE NI liability |
Pension Liability | 360 | - |
Trade creditors |
Amount owed to group undertaking | 47,015 | 26,414 |
Wage control account | - | 6,500 |
Other loan | 1,300,000 | 1,108,421 |
Accrued rent |
Accrual and deferred income |
Other loan amounting to £1,300,000 relates to a loan from an external investor. |
9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2024 | 2023 |
£ | £ |
Other loans - 2-5 years |
Interest payable 2-5 years | - | 32,815 |
Directors' loan accounts | 371,225 | 946,910 |
Included within other loans falling due after more than one year is a loan with investor Ziad Hariri of £2,005,676.28, dated 5-6 January 2023. |
10. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Called up share capital | £1 | 1,000 | 1,000 |
11. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
The Report of the Auditors was unqualified. |
for and on behalf of |
12. | OTHER FINANCIAL COMMITMENTS |
The company had commitments in respect of operating leases totalling £143,075 (2023: £143,075). |
Valpre Capital UK Limited (Registered number: 11872154) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2024 |
13. | RELATED PARTY DISCLOSURES |
Included in debtors, is an amount of £970,311 due from related parties as follows; |
Due from Valpre Capital Dublin Real Estate Fund LLP - (£1,615) (2023: £357) |
VC TKY Limited - £863,223 (2023: £758,348) |
3KY Mayfair Limited - £97,003 (2023: £49,659) |
VC PCL 1 Limited - £10,700 (2023 : Nil) |
VC PBSA1 - £1,000 (2023 : Nil) |
The company also owes the directors £371,225 (2023: £946,910) and this is included in creditors due after one year. |
Other loans amounting to £2,655,825 (2023 : £2,107,427) is owed to TKY Lendco Limited (a related party incorporated in the Cayman Islands), and SCP MH Holding. Included in the previous year's figures is interest amounting to £32,815. |
The company also owes £2,210,635 (2023 : £2,008,776) to EVC Kilt Limited , a related party. |
14. | ULTIMATE CONTROLLING PARTY |
There is no ultimate controlling party. |