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REGISTERED NUMBER: 10923992 (England and Wales)















Report of the Directors and

Unaudited Consolidated Financial Statements for the Year Ended 31 January 2024

for

MTL Financial Ltd

MTL Financial Ltd (Registered number: 10923992)






Contents of the Consolidated Financial Statements
for the year ended 31 January 2024




Page

Company Information 1

Report of the Directors 2

Consolidated Income Statement 3

Consolidated Statement of Financial Position 4

Company Statement of Financial Position 6

Consolidated Statement of Changes in Equity 8

Company Statement of Changes in Equity 9

Notes to the Consolidated Financial Statements 10


MTL Financial Ltd

Company Information
for the year ended 31 January 2024







DIRECTORS: Mr D Lipinski
Mr M Pearson
Mr J Auty
Mr W J Volckaert





REGISTERED OFFICE: 71-75 Shelton Street
Covent Garden
London
WC2H 9JQ





REGISTERED NUMBER: 10923992 (England and Wales)





ACCOUNTANTS: Ascendant Accountants Limited
Chartered Accountants (ICAEW)
78 Pall Mall
London
SW1Y 5ES

MTL Financial Ltd (Registered number: 10923992)

Report of the Directors
for the year ended 31 January 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 January 2024.

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

Mr D Lipinski
Mr M Pearson
Mr J Auty
Mr W J Volckaert

Other changes in directors holding office are as follows:

Mr S Y S Tai - resigned 10 May 2023

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





Mr D Lipinski - Director


20 February 2025

MTL Financial Ltd (Registered number: 10923992)

Consolidated Income Statement
for the year ended 31 January 2024

2024 2023
as restated
Notes £ £

TURNOVER 7,624,636 4,517,409

Cost of sales (5,354,003 ) (5,078,795 )
GROSS PROFIT/(LOSS) 2,270,633 (561,386 )

Administrative expenses (4,408,787 ) (6,749,332 )
(2,138,154 ) (7,310,718 )

Other operating income - 34,694
OPERATING LOSS 5 (2,138,154 ) (7,276,024 )

Interest receivable and similar income 4,275 2,402
(2,133,879 ) (7,273,622 )

Interest payable and similar expenses (3,282 ) (352 )
LOSS BEFORE TAXATION (2,137,161 ) (7,273,974 )

Tax on loss (1,297 ) 5,926
LOSS FOR THE FINANCIAL YEAR (2,138,458 ) (7,268,048 )

Profit attributable to:
Owners of the parent (2,138,458 ) (7,268,048 )

MTL Financial Ltd (Registered number: 10923992)

Consolidated Statement of Financial Position
31 January 2024

2024 2023
as restated
Notes £ £
FIXED ASSETS
Intangible assets 8 - 271
Tangible assets 9 26,347 47,968
Investments 10 - -
26,347 48,239

CURRENT ASSETS
Debtors 11 38,277,112 33,098,467
Cash at bank and in hand 2,682,311 6,529,062
40,959,423 39,627,529
CREDITORS
Amounts falling due within one year 12 (5,174,344 ) (6,197,650 )
NET CURRENT ASSETS 35,785,079 33,429,879
TOTAL ASSETS LESS CURRENT
LIABILITIES

35,811,426

33,478,118

CREDITORS
Amounts falling due after more than one
year

13

(30,417,021

)

(24,642,823

)

PROVISIONS FOR LIABILITIES (493,460 ) (1,783,606 )
NET ASSETS 4,900,945 7,051,689

CAPITAL AND RESERVES
Called up share capital 3 3
Share premium 18,505,039 18,505,039
Retained earnings (13,604,097 ) (11,453,353 )
SHAREHOLDERS' FUNDS 4,900,945 7,051,689

The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 January 2024.

The members have not required the company and the group to obtain an audit of its financial statements for the year ended 31 January 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a) ensuring that the group 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 and the group as at the end of each financial year and of the group's 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 and the group.

MTL Financial Ltd (Registered number: 10923992)

Consolidated Statement of Financial Position - continued
31 January 2024


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 20 February 2025 and were signed on its behalf by:





Mr D Lipinski - Director


MTL Financial Ltd (Registered number: 10923992)

Company Statement of Financial Position
31 January 2024

2024 2023
as restated
Notes £ £
FIXED ASSETS
Intangible assets 8 - 271
Tangible assets 9 18,395 34,918
Investments 10 2,710 2,710
21,105 37,899

CURRENT ASSETS
Debtors 11 9,149,197 10,401,205
Cash at bank 423,766 4,039,937
9,572,963 14,441,142
CREDITORS
Amounts falling due within one year 12 (3,815,143 ) (6,679,419 )
NET CURRENT ASSETS 5,757,820 7,761,723
TOTAL ASSETS LESS CURRENT
LIABILITIES

5,778,925

7,799,622

CAPITAL AND RESERVES
Called up share capital 3 3
Share premium 18,505,039 18,505,039
Retained earnings (12,726,117 ) (10,705,420 )
SHAREHOLDERS' FUNDS 5,778,925 7,799,622

Company's loss for the financial year (2,020,697 ) (6,472,424 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 January 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 January 2024 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.

MTL Financial Ltd (Registered number: 10923992)

Company Statement of Financial Position - continued
31 January 2024


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 20 February 2025 and were signed on its behalf by:





Mr D Lipinski - Director


MTL Financial Ltd (Registered number: 10923992)

Consolidated Statement of Changes in Equity
for the year ended 31 January 2024

Called up
share Retained Share Total
capital earnings premium equity
£ £ £ £
Balance at 1 February 2022 2 (4,451,236 ) 6,112,380 1,661,146

Changes in equity
Deficit for the year - (7,268,048 ) - (7,268,048 )
Other comprehensive income - 265,931 - 265,931
Total comprehensive income - (7,002,117 ) - (7,002,117 )
Issue of share capital 1 - 12,392,659 12,392,660
Balance at 31 January 2023 3 (11,453,353 ) 18,505,039 7,051,689

Changes in equity
Deficit for the year - (2,138,458 ) - (2,138,458 )
Other comprehensive income - (12,286 ) - (12,286 )
Total comprehensive income - (2,150,744 ) - (2,150,744 )
Balance at 31 January 2024 3 (13,604,097 ) 18,505,039 4,900,945

MTL Financial Ltd (Registered number: 10923992)

Company Statement of Changes in Equity
for the year ended 31 January 2024

Called up
share Retained Share Total
capital earnings premium equity
£ £ £ £
Balance at 1 February 2022 2 (4,232,996 ) 6,112,380 1,879,386

Changes in equity
Deficit for the year - (6,472,424 ) - (6,472,424 )
Total comprehensive income - (6,472,424 ) - (6,472,424 )
Issue of share capital 1 - 12,392,659 12,392,660
Balance at 31 January 2023 3 (10,705,420 ) 18,505,039 7,799,622

Changes in equity
Deficit for the year - (2,020,697 ) - (2,020,697 )
Total comprehensive income - (2,020,697 ) - (2,020,697 )
Balance at 31 January 2024 3 (12,726,117 ) 18,505,039 5,778,925

MTL Financial Ltd (Registered number: 10923992)

Notes to the Consolidated Financial Statements
for the year ended 31 January 2024

1. STATUTORY INFORMATION

MTL Financial Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared under the historical cost convention.

Significant judgements and estimates
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates if necessary. It also requires management to exercise judgement in applying the company accounting policies.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of nil years.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Computer equipment - Straight line over 3 years

MTL Financial Ltd (Registered number: 10923992)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2024

3. ACCOUNTING POLICIES - continued

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 consitutes a financing transaction, where the transaction is measured at the present value if the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial instruments
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 constitute and financing transaction, where the debt instrument is measured at the present value of 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 creditor 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 at amortised cost using the effective interest method.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.


MTL Financial Ltd (Registered number: 10923992)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2024

3. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Hire purchase and leasing commitments
Assets acquired under hire purchase contracts are included in tangible fixed assets are depreciated over their estimated useful lives. The obligations net of future charges are included in creditors.

Lease payments are apportioned between finance charges and reduction of the lease obligation using the effective rate of interest method. So as to achieve a constant rate of interest on the remaining balance of the liabilities. Finance charges are deducted and charged to the profit and loss when they are incurred.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

4. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 38 (2023 - 49 ) .

5. OPERATING LOSS

The operating loss is stated after charging:

2024 2023
as restated
£ £
Depreciation - owned assets 22,401 19,270
Computer software amortisation 271 2,195

6. INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

As permitted by Section 408 of the Companies Act 2006, the Income statement of the parent company is not presented as part of these financial statements.


MTL Financial Ltd (Registered number: 10923992)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2024

7. PRIOR YEAR ADJUSTMENT

The prior year financial statements have been restated to correct for errors in the elimination of intercompany transactions and balances.

In preparing the consolidated financial statements for the year ended 31 January 2023, certain intercompany transactions and balances were not eliminated on consolidation. This resulted in a misstatement of balances and an overstatement of turnover and expenses. Within Other debtors was an intercompany balance which had not been eliminated on consolidation.

The resulting impact of these corrections is an increase in loss for the financial year. The financial impact of this prior year adjustment is as follows:

Group
Original Adjustment Restated
£    £    £   
Turnover 5,860,005 (1,342,596 ) 4,517,409
Service Fee expense 352,815 (352,815 ) -
Profit / (loss) for the financial year (6,278,269 ) (989,780 ) (7,268,049 )
Other debtors 34,088,247 (989,780 ) 33,098,467
Retained Earnings (10,463,574 ) (989,780 ) (11,453,354 )

There was no impact on the Company results.

8. INTANGIBLE FIXED ASSETS

Group
Other
intangible
assets
£
COST
At 1 February 2023
and 31 January 2024 42,980
AMORTISATION
At 1 February 2023 42,709
Charge for year 271
At 31 January 2024 42,980
NET BOOK VALUE
At 31 January 2024 -
At 31 January 2023 271

MTL Financial Ltd (Registered number: 10923992)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2024

8. INTANGIBLE FIXED ASSETS - continued

Company
Other
intangible
assets
£
COST
At 1 February 2023
and 31 January 2024 42,980
AMORTISATION
At 1 February 2023 42,709
Charge for year 271
At 31 January 2024 42,980
NET BOOK VALUE
At 31 January 2024 -
At 31 January 2023 271

9. TANGIBLE FIXED ASSETS

Group
Plant and Computer
machinery equipment Totals
£ £ £
COST
At 1 February 2023 913 82,989 83,902
Additions - 2,133 2,133
Exchange differences (88 ) (1,265 ) (1,353 )
At 31 January 2024 825 83,857 84,682
DEPRECIATION
At 1 February 2023 349 35,585 35,934
Charge for year 241 22,160 22,401
At 31 January 2024 590 57,745 58,335
NET BOOK VALUE
At 31 January 2024 235 26,112 26,347
At 31 January 2023 564 47,404 47,968

MTL Financial Ltd (Registered number: 10923992)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2024

9. TANGIBLE FIXED ASSETS - continued

Company
Computer
equipment
£
COST
At 1 February 2023 67,169
Additions 2,134
At 31 January 2024 69,303
DEPRECIATION
At 1 February 2023 32,251
Charge for year 18,657
At 31 January 2024 50,908
NET BOOK VALUE
At 31 January 2024 18,395
At 31 January 2023 34,918

10. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£
COST
At 1 February 2023
and 31 January 2024 2,710
NET BOOK VALUE
At 31 January 2024 2,710
At 31 January 2023 2,710


11. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
as restated as restated
£ £ £ £
Trade debtors - 19,626 - 2,430
Amounts owed by group undertakings - - 8,583,916 9,161,779
Other debtors 38,277,112 33,078,841 565,281 1,236,996
38,277,112 33,098,467 9,149,197 10,401,205

MTL Financial Ltd (Registered number: 10923992)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2024

12. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
as restated as restated
£ £ £ £
Trade creditors 171,761 309,063 169,897 280,200
Amounts owed to group undertakings - - 1,732,615 2,767,412
Taxation and social security 62,365 234,884 136,148 189,160
Other creditors 4,940,218 5,653,703 1,776,483 3,442,647
5,174,344 6,197,650 3,815,143 6,679,419

13. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group
2024 2023
as restated
£ £
Bank loans 30,417,021 24,642,823