RSBGi Limited
Financial Statements
For the year ended 31 December 2024
For Filing with Registrar
Company Registration No. 09592765 (England and Wales)
RSBGi Limited
Contents
Page
Statement of financial position
1
Notes to the financial statements
2 - 6
RSBGi Limited
Statement of Financial Position
As at 31 December 2024
Page 1
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
5
2,617,763
2,617,763
Current assets
Debtors
7
389
Cash at bank and in hand
2,257
2,479
2,257
2,868
Creditors: amounts falling due within one year
8
(450,557)
(622,406)
Net current liabilities
(448,300)
(619,538)
Net assets
2,169,463
1,998,225
Capital and reserves
Called up share capital
9
200
200
Profit and loss reserves
10
2,169,263
1,998,025
Total equity
2,169,463
1,998,225
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
These financial statements have been prepared and delivered 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 27 March 2025 and are signed on its behalf by:
L S Roberts
Director
Company Registration No. 09592765
RSBGi Limited
Notes to the Financial Statements
For the year ended 31 December 2024
Page 2
1
Accounting policies
Company information
RSBGi Limited is a private company limited by shares, domiciled and incorporated in England and Wales. The registered office is First Floor, South Wing, 55 Baker Street, London, W1U 8EW.
1.1
Accounting convention
These financial statements have been prepared in accordance with Section 1A of 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 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. The principal accounting policies adopted are set out below.
1.2
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company will be able to meet its liabilities as they fall due for the foreseeable future (and at least a period of 12 months beyond the date of approval of these financial statements). This is based on their assessment of the finance and support available to the company (including that of fellow group companies) and their consideration of the impact of external factors. Having considered these factors, they have concluded that there is no significant impact to the going concern status of the company, 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:
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
Interests in subsidiaries, associates and jointly controlled entities are initially 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.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
RSBGi Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 3
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.5
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.
1.6
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 statement of financial position 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.
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.
1.7
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.
RSBGi Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 4
1.8
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.
1.9
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
The Directors do not consider there to be any material judgements or key sources of estimation uncertainty.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
4
Dividends
2024
2023
£
£
Final paid
125,000
5
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
2,617,763
2,617,763
6
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
RSBGi Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
6
Subsidiaries
(Continued)
Page 5
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Genecon Limited
UK
Ordinary
100.00
The registered office address of the subsidiary is the same as for the company.
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Other debtors
389
8
Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
448,500
602,500
Accruals and deferred income
2,057
19,906
450,557
622,406
9
Share capital and share premium
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of 1p each
17,003
17,003
170
170
Ordinary B shares of 1p each
3,000
3,000
30
30
20,003
20,003
200
200
The Ordinary A and Ordinary B shares rank pari passu in all respects.
10
Reserves
Share premium
Share premium comprise amounts paid in excess of share capital's nominal value, net of transfers to the profit and loss account.
Profit and loss account
The profit and loss account contains all transfers from share premium and all current and prior period retained earnings, net of dividends paid.
RSBGi Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 6
11
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Jamie Seaford
Statutory Auditor:
Moore Kingston Smith LLP
12
Financial commitments, guarantees and contingent liabilities
There is an unlimited multilateral guarantee and debenture including fixed and floating charges over all assets between the company and its fellow group companies.
13
Ultimate controlling party
The immediate parent company is RSBG Investment Holding Limited whose registered address is First Floor, South Wing, 55 Baker Street, London, England, W1U 8EW.
The ultimate controlling party of the company is RAG-Stiftung, a company registered in Germany.
The largest and smallest group of undertakings which prepares consolidated financial statements including the company is RAG-Stiftung. These financial statements may be obtained from RAG-Stiftung, Welterbe 10, 45141 Essen, Germany.