REGISTERED NUMBER: |
Report of the Director and |
Audited Financial Statements for the Year Ended 31 March 2024 |
for |
Agentis Capital Markets UK Limited |
REGISTERED NUMBER: |
Report of the Director and |
Audited Financial Statements for the Year Ended 31 March 2024 |
for |
Agentis Capital Markets UK Limited |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Contents of the Financial Statements |
for the Year Ended 31 March 2024 |
Page |
Company Information | 1 |
Report of the Director | 2 |
Report of the Independent Auditors | 3 |
Statement of Profit or Loss and Other Comprehensive Income |
7 |
Statement of Financial Position | 8 |
Statement of Changes in Equity | 9 |
Statement of Cash Flows | 10 |
Notes to the Statement of Cash Flows | 11 |
Notes to the Financial Statements | 12 |
Agentis Capital Markets UK Limited |
Company Information |
for the Year Ended 31 March 2024 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Unit 3, Building 2 |
The Colony |
Altrincham Road |
Wilmslow |
Cheshire |
SK9 4LY |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Report of the Director |
for the Year Ended 31 March 2024 |
The director presents his report with the financial statements of the company for the year ended 31 March 2024. |
DIVIDENDS |
No dividends will be distributed for the year ended 31 March 2024. |
FUTURE DEVELOPMENTS |
In 2025 the trade and assets of this company are expected to be hived across to its fellow subsidiary, Agentis Capital Advisors UK Limited. |
DIRECTORS |
Other changes in directors holding office are as follows: |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with UK-adopted international accounting standards. Under company law the director must not approve the financial statements unless he is 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 director is required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, Ascendis Audit Limited, will be proposed for re-appointment under Section 485 of Companies Act 2006. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Agentis Capital Markets UK Limited |
Opinion |
We have audited the financial statements of Agentis Capital Markets UK Limited (the 'company') for the year ended 31 March 2024 which comprise the Statement of Profit or Loss and Other Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows and Notes to the Statement of Cash Flows, 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 International Financial Reporting Standards (IFRSs) as adopted by the UK. |
_ |
In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 31 March 2024 and of its loss for the year then ended; |
- | have been properly prepared in accordance with IFRSs as adopted by the UK; 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 Auditors' 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 financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. |
Other information |
The director is responsible for the other information. The other information comprises the information in the Report of the Director, but does not include the financial statements and our Report of the Auditors 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 this gives rise to a material misstatement in the financial statements themselves. 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. |
Opinions on other matters 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 Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Director has been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Agentis Capital Markets UK Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Director. |
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 director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page two, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. |
Report of the Independent Auditors to the Members of |
Agentis Capital Markets UK Limited |
Auditors' 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 a Report of the Auditors 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and |
non-compliance with laws and regulations, we considered the following: |
- the nature of the industry, control environment and business performance; |
- results of our enquiries of management about their own identification and assessment of the risks of irregularities; |
- any matters we identified having obtained and reviewed the company;s documentation of their policies and procedures relating to: |
- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; |
- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;and |
- the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. |
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following area: the presentation of non-underlying items within the financial statements. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. |
We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included Companies Act 2006 and tax legislation. |
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. |
Audit response to risks identified |
In addition to the above, our procedures to respond to risks identified included the following: |
- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
- enquiring of management concerning actual and potential litigation and claims; |
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; 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. |
We communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. |
There are inherent limitations in our audit procedures described above. The more removed the 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 inquiry 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. |
Report of the Independent Auditors to the Members of |
Agentis Capital Markets UK Limited |
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 Report of the Auditors. |
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 a Report of the Auditors 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 |
Unit 3, Building 2 |
The Colony |
Altrincham Road |
Wilmslow |
Cheshire |
SK9 4LY |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Statement of Profit or Loss and Other Comprehensive Income |
for the Year Ended 31 March 2024 |
Period |
11.3.22 |
Year Ended | to |
31.3.24 | 31.3.23 |
Notes | £ | £ |
CONTINUING OPERATIONS |
Revenue |
Administrative expenses | ( |
) | ( |
) |
OPERATING LOSS | ( |
) | ( |
) |
LOSS BEFORE INCOME TAX | 4 | ( |
) | ( |
) |
Income tax | 5 |
LOSS FOR THE YEAR | ( |
) | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
( |
) |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Statement of Financial Position |
31 March 2024 |
2024 | 2023 |
Notes | £ | £ |
ASSETS |
CURRENT ASSETS |
Trade and other receivables | 6 |
Cash and cash equivalents | 7 |
TOTAL ASSETS |
EQUITY |
SHAREHOLDERS' EQUITY |
Called up share capital | 8 |
Retained earnings | 9 | ( |
) | ( |
) |
TOTAL EQUITY | ( |
) | ( |
) |
LIABILITIES |
CURRENT LIABILITIES |
Trade and other payables | 10 |
TOTAL LIABILITIES |
TOTAL EQUITY AND LIABILITIES |
The financial statements were approved by the director and authorised for issue on |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Statement of Changes in Equity |
for the Year Ended 31 March 2024 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 March 2023 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 March 2024 | ( |
) | ( |
) |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Statement of Cash Flows |
for the Year Ended 31 March 2024 |
Period |
11.3.22 |
Year Ended | to |
31.3.24 | 31.3.23 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | ( |
) |
Net cash from operating activities | ( |
) |
Cash flows from financing activities |
Share issue |
Net cash from financing activities |
Increase in cash and cash equivalents |
Cash and cash equivalents at beginning of year |
2 |
- |
Cash and cash equivalents at end of year | 2 |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Notes to the Statement of Cash Flows |
for the Year Ended 31 March 2024 |
1. | RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS |
Period |
11.3.22 |
Year Ended | to |
31.3.24 | 31.3.23 |
£ | £ |
Loss before income tax | ( |
) | ( |
) |
Increase in trade and other receivables | ( |
) | ( |
) |
Increase in trade and other payables |
Cash generated from operations | ( |
) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
Year ended 31 March 2024 |
31.3.24 | 1.4.23 |
£ | £ |
Cash and cash equivalents | 9,867 | - |
Period ended 31 March 2023 |
31.3.23 | 11.3.22 |
£ | £ |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Notes to the Financial Statements |
for the Year Ended 31 March 2024 |
1. | STATUTORY INFORMATION |
Agentis Capital Markets UK Limited is a private company limited by share capital, incorporated in England and Wales, registration number 13972012. The address of the registered office is Unit 3, Building 2, The Colony Wilmslow, Altrincham Road, Wilmslow, Cheshire, SK9 4LY. |
The principal place of business is 1 Knightsbridge Green, Office 7.11, London, SW1X 7QA. |
The company is non-trading. |
The functional and presentational currency of the group is Pound Sterling (£). |
Monetary amounts in these financial statements are rounded to the nearest £. |
2. | ACCOUNTING POLICIES |
BASIS OF PREPARATION |
Going concern |
The company has been funded by a fellow group undertaking, Agentis Capital Advisors, during the period. Agentis Capital Advisors have confirmed in writing that they will not seek repayment of their intercompany loan in the twelve month period after the date of sign off of these financial statements. The directors have therefore drawn up these financial statements on a going concern basis based on this ongoing financial support. |
CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
In the opinion of the directors, there are no critical accounting judgements or estimates in these financial statements. |
CASH AND CASH EQUIVALENTS |
Cash represents a current account held with a financial institution. There are no cash equivalents. |
FINANCIAL INSTRUMENTS |
The company only had basic financial instruments at the period end date which are stated at amortised cost. |
TAXATION |
Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date. |
3. | EMPLOYEES AND DIRECTORS |
There were no staff, and hence no payroll costs, during either period. |
4. | LOSS BEFORE INCOME TAX |
The loss before income tax is stated after charging/(crediting): |
Period |
11.3.22 |
Year Ended | to |
31.3.24 | 31.3.23 |
£ | £ |
Auditors' remuneration | 3,500 | 3,500 |
Auditors' remuneration for non audit work |
Foreign exchange differences | ( |
) |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2024 |
5. | INCOME TAX |
The company had no income tax or deferred tax liabilities/assets at the year end. |
6. | TRADE AND OTHER RECEIVABLES |
2024 | 2023 |
£ | £ |
Current: |
Prepayments |
7. | CASH AND CASH EQUIVALENTS |
2024 | 2023 |
£ | £ |
Bank accounts |
8. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary | 1 | 1 | 1 |
9. | RESERVES |
Retained |
earnings |
£ |
At 1 April 2023 | ( |
) |
Deficit for the year | ( |
) |
At 31 March 2024 | ( |
) |
10. | TRADE AND OTHER PAYABLES |
2024 | 2023 |
£ | £ |
Current: |
Trade creditors |
Amounts owed to group undertakings |
Accruals | 5,400 | 10,000 |
11. | ULTIMATE PARENT COMPANY |
The immediate parent undertaking is Agentis Capital UK Holdings Ltd., a company registered in Canada. |
The ultimate parent undertaking is Agentis Capital Partners, also registered in Canada. |
Agentis Capital Markets UK Limited is not included in any group financial statements. |
Agentis Capital Markets UK Limited (Registered number: 13972012) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2024 |
12. | RELATED PARTY DISCLOSURES |
There were no transactions with other group companies during the period. |
Balances with group companies at the year end are shown in note 10. |
13. | ULTIMATE CONTROLLING PARTY |
There is no single ultimate controlling party. |