Company registration number 09134731 (England and Wales)
LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 10
LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
BALANCE SHEET
AS AT 31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
4
4,568
-
0
Investments
5
3,526,459
3,526,459
3,531,027
3,526,459
Current assets
Debtors
7
13,098,607
4,658,521
Investments
8
-
0
9,622,316
Cash at bank and in hand
13,501
2,597
13,112,108
14,283,434
Creditors: amounts falling due within one year
9
(19,634,166)
(18,357,439)
Net current liabilities
(6,522,058)
(4,074,005)
Total assets less current liabilities
(2,991,031)
(547,546)
Provisions for liabilities
-
0
(715,577)
Net liabilities
(2,991,031)
(1,263,123)
Capital and reserves
Called up share capital
100
100
Profit and loss reserves
(2,991,131)
(1,263,223)
Total equity
(2,991,031)
(1,263,123)
LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2022
31 December 2022
- 2 -

For the financial year ended 31 December 2022 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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.

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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 14 November 2024 and are signed on its behalf by:
Mr A M Raez Senn
Director
Company registration number 09134731 (England and Wales)
LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
1
Accounting policies
Company information

Luna Venture Partners UK Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 4 Fitzhardinge Street, Mayfair, London, W1H 6EG.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

These financial statements for the year ended 31 December 2022 are the first financial statements of Luna Venture Partners UK Ltd prepared in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland. The date of transition to FRS 102 was 1 January 2021. The reported financial position and financial performance for the previous period are not affected by the transition to FRS 102.

1.2
Going concern

The accounts have been prepared on the going concern basis, which reflects the directors consideration of the company's financial position at the balance sheet date and the circumstances that exist at the date these financial statements are approved by the Board of Directors.true

 

When reviewing the company's financial position, the directors have considered the circumstances detailed in note 11 of these financial statements, the company's ongoing cash flows, its ability to meet its obligations as they fall due, the recoverability of certain debtor balances and the ongoing co-operation of certain creditors. Having considered these factors, at the date 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, and to successfully defend those actions detailed in note 11. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
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:

Fixtures and fittings
20% straight line
IT Equipment
20% straight line

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.

1.4
Fixed asset investments

Fixed asset investments are measured at fair value, with changes in fair value being recognised through the profit and loss account, if the shares are publicly traded or if the fair value can otherwise be measured reliably. When it is not possible to measure their fair value reliably, investments are measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
1.5
Impairment of fixed assets

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 (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) 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 (or cash-generating unit) 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 asset (or cash-generating unit) 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.

1.6
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.

1.7
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.

LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 5 -
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.

Derecognition of financial liabilities

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

1.8
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.

1.9
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.

LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 6 -
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.

1.10
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.

1.11
Retirement benefits

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

1.12
Leases

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.

2
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 readily apparent from other sources. The estimates and associated assumptions are based on 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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of fixed asset investments

In considering the value of impairment necessary against the carry value of certain assets, the directors are required to make judgements and estimates as to the recoverable amount of the underlying assets. In assessing recoverable amount, the directors are required to make judgements based upon the information available to them at the time. By its very nature, there is an element of uncertainty in this information.

LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 7 -
3
Employees

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

2022
2021
Number
Number
Total
2
1
4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2022
-
0
Additions
4,923
At 31 December 2022
4,923
Depreciation and impairment
At 1 January 2022
-
0
Depreciation charged in the year
355
At 31 December 2022
355
Carrying amount
At 31 December 2022
4,568
At 31 December 2021
-
0
5
Fixed asset investments
2022
2021
as restated
£
£
Other investments other than loans
3,526,459
3,526,459
6
Financial instruments
2022
2021
£
£
Carrying amount of financial assets
Instruments measured at fair value through profit or loss
-
9,622,316
LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 8 -
7
Debtors
2022
2021
as restated
Amounts falling due within one year:
£
£
Other debtors
13,098,607
4,658,521
8
Current asset investments
2022
2021
£
£
Other investments
-
0
9,622,316
9
Creditors: amounts falling due within one year
2022
2021
as restated
£
£
Loans
-
0
1,069,495
Trade creditors
271,997
196,412
Taxation and social security
2,010,416
2,039,814
Other creditors
17,351,753
15,051,718
19,634,166
18,357,439
10
Operating lease commitments

At the reporting end date the company had the following outstanding commitments for future minimum lease payments under non-cancellable operating leases.

 

This reflects the contractual terms of the lease however the charge is reflected in the accounts of a company with which the company has a commercial relationship as in the opinion of the directors this better reflects the commercial consumption of the right to occupy the underlying property.

2022
2021
£
£
632,508
-
0
11
Events after the reporting date

During the post balance sheet period, the company has been subject to action by certain creditors to recover amounts owed by the company. In particular, one creditor has sought to have the company wound up on the basis of unpaid contractual obligations. On 7 July 2024, that creditor's actions resulted in the High Court of Justice ordering that the company be wound up. The company's directors have considered the basis of this order, and continue to take appropriate action necessary to protect the company assets and affairs.

 

At the date these financial statements were signed by the company's Board of Directors, the company continues to defend this decision. As explained in note 1 of these financial statements, the directors remain of the view that the company is a going concern.

LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 9 -
12
Related party transactions

The following amounts due to companies under common control were outstanding at the reporting end date:

2022
2021
as restated
Amounts due to related parties
£
£
Entities under common control
9,260,873
5,478,015

All amounts are unsecured, repayable on demand and non-interest bearing.

The following amounts due from companies under common control were outstanding at the reporting end date:

2022
2021
as restated
Amounts due from related parties
£
£
Entities under common control
6,064,814
3,047,353

All amounts are unsecured, repayable on demand and non-interest bearing.

13
Prior period adjustment
Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Dec 2021
£
£
£
Fixed assets
Investments
-
3,526,459
3,526,459
Current assets
Debtors due within one year
2,920,983
1,737,538
4,658,521
Creditors due within one year
Loans and overdrafts
245,849
(1,315,344)
(1,069,495)
Other creditors
(16,398,111)
1,149,981
(15,248,130)
Provisions for liabilities
Deferred tax
(1,631,388)
915,811
(715,577)
Net assets
(7,277,568)
6,014,445
(1,263,123)
Capital and reserves
Profit and loss reserves
(7,277,668)
6,014,445
(1,263,223)
LUNA VENTURE PARTNERS UK LTD
(FORMERLY CARDEA CAPITAL UK LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
13
Prior period adjustment
(Continued)
- 10 -

The principal balance sheet prior year adjustments are represented by:

 

- an increase in fixed asset investments and a corresponding decrease in debtors due within one year of £3,526,459, being the value of shares acquired in 2021 from a director in settlement of outstanding loan advances made to him by the company;

 

- the sale in 2021 of certain current asset investments held by the company in full and final settlement of outstanding loans owed by the company;

 

- the reversal of certain equity transactions amounting to £1,246,726 incorrectly recognised in the 2021 financial statements;

 

- the reversal of accruals amounting to £1,226,294 incorrectly made as at 31 December 2021;

 

- adjustments to certain loan balances amounting to £1,213,710 that were incorrectly set off in 2021 when there was no contractual right to do so;

 

- the recognition of foreign exchange adjustments amounting to £573,873 that were not correctly recognised in 2021; and

 

- the elimination of deferred tax liabilities amounting to £915,811 that were incorrectly recognised as at 31 December 2021.

Changes to the profit and loss account
As previously reported
Adjustment
As restated
Period ended 31 December 2021
£
£
£
Administrative expenses
(800,828)
581,074
(219,754)
Interest payable and similar expenses
(1,417,214)
1,678,999
261,785
Amounts written off investments
(8,472,467)
2,838,561
(5,633,906)
Taxation
-
915,811
915,811
Loss for the financial period
(10,421,533)
6,014,445
(4,407,088)
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