Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
COMPANY INFORMATION
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LOH-GRONAGER PARTNERS LIMITED
CONTENTS
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LOH-GRONAGER PARTNERS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their Annual Report, comprising the Strategic Report and the Directors' Report, and the audited financial statements for Loh-Gronager Partners Limited ("the company") for the year ended 31 December 2024. The comparatives in the financial statements cover the 17 month period from 1 August 2022 to 31 December 2023.
The principal activity of the company is the provision of investment advisory services.
The company formed a new subsidiary in the year, Kristjan Jespersen - Loh-Gronager Partners Consulting Limited. This entity was incorporated on 1 March 2024 under the name Loh-Gronager Partners Consulting Limited and subsequently changed its name to Kristjan Jespersen - Loh-Gronager Partners Consulting Limited on 28 October 2024. The subsidiary remained dormant throughout the period and as such, these financial statements have been prepared on an individual company basis and do not include consolidated group financials. The results for the year are shown on page 10. Turnover for the financial year is £599,986 (2023 - 17 month period £100,374) and profit for the financial year is £80,618 (2023 - loss - 17 month period £833,494). This is the second period of trading for the company. The directors anticipate that the company’s level of activity will increase in the coming years as the value of funds under management increases. The nature of these services require the company to be registered with the Financial Conduct Authority (“FCA”) and to bear the resulting administration costs associated with maintaining that registration. During the year, the company issued capital to enhance working capital. A total of 140,000 Ordinary A shares were issued at their nominal value of £1 per share, 965,608 Ordinary B shares at a nominal value of £0.001 per share and 459,813 Preferred Ordinary shares at a price of £1.087398 per share, with a nominal value of £1 per share. Total funds raised was £640,972. The company is classified as a small and non-interconnected (“SNI”) form per the requirements set out under the FCA’s Prudential sourcebook for MiFID Investment Firms (“MIFIDPRU”). A SNI firm is the lowest Investment Firm Prudential Regime (IFPR) category reflecting the fact that the company represents a low risk to the financial system as the company does not deal on its own account, hold client money or exceed certain pre-determined thresholds. As a SNI firm, capital required to be maintained is the higher of the permanent minimum capital (“PMR”) and 25% of its fixed annual expenses (“FOR”). As at 31 December 2024, the company’s capital for capital adequacy purposes as reported to the FCA was £435,000, the PMR was £75,000 and the FOR £98,000. Accordingly the total own funds surplus amounted to £337,000 as at 31 December 2024.
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LOH-GRONAGER PARTNERS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Business and operational risk
Threats to the long term viability of the company could result from potential changes in the business environment or client behaviour. Following ongoing worldwide conflicts, management have reviewed operations and confirm that is has in place the necessary controls to ensure compliance with UK Government sanctions. Additionally, the directors have assessed the potential impact on the company's operational activities due to these sanctions and considers that any changes resulting from compliance with these sanctions are likely to have a minimal impact on its operational activities, taking due account of mitigation actions where appropriate. Inflation and interest rates remain uncertain and most industries and companies are facing insecurity on certain vital costs for their businesses. This remains a risk to the future profitability of the company. Regulatory risk As a regulated business in the UK, breaches of regulatory rules may lead to sanctions by the FCA. Financial risk Inadequate controls or policies could lead to misappropriation of assets and failure to comply with accounting standards and related regulations. Foreign exchange risk The company may be exposed to movements in foreign exchange rates as a result of transactions with customers and suppliers. The directors do not consider the company is exposed to significant foreign exchange risk. Liquidity and capital risk The company manages the liquidity position with the objective of maintaining the FCA’s solvency and FCA capital adequacy requirements that the company must meet in order to maintain its FCA registration.
The directors consider the key performance indicators to be profitability, cash flow and satisfying FCA capital adequacy requirements, which can be found within this Report and the Financial Statements.
The Stewardship Code (“the Code”) was published by the Financial Reporting Council (“FRC”), the UK’s independent regulator responsible for promoting high quality corporate governance and reporting in order to foster investment. The Code sets out good practice for institutional investors in their dealings with the companies in which they have invested.
The FCA’s regulations outline the company’s obligations in relation to the Code and for firms which manage assets for corporate professional clients to disclose to these clients the nature of their commitment to the Code, or where it does not commit to the Code, its alternative business model. The company aims to apply the principles of the Code in all markets in which it operates and insofar as it applies to the company’s activities.
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LOH-GRONAGER PARTNERS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The company’s long term strategy is to establish and maintain revenue streams in order to generate profits.
A loss of key staff or reputation may lead to a fall in demand for the company’s advisory services and the company therefore places emphasis on the manner in which it conducts business and provides training and support to all staff. The company has considered its resourcing requirements and has put in place plans for it to ensure it provides an efficient and cost effective service to current and future customers. Relationships with suppliers are seen as essential to providing high level of service and regular contact is made with suppliers to maintain these. The need to act fairly between members of the company is adhered to as the company has three classes of shares in place and the director, A Loh-Gronager is considered the person with significant control.
This report was approved by the board and signed on its behalf.
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LOH-GRONAGER PARTNERS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their report and the financial statements for the year ended 31 December 2024. The prior period comparatives cover the 17 month period from 1 August 2022 to 31 December 2023.
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are 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 to enable them to ensure that the financial statements comply with the Companies Act 2006. They are 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.
The profit for the year, after taxation, amounted to £80,618 (2023 - loss £833,494).
The directors do not propose the payment of a dividend on the Ordinary shares.
The directors who served during the year were:
The company's business review and future developments, principal risks and uncertainties, key performance indicators and s172 statement are set out in the Strategic Report.
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LOH-GRONAGER PARTNERS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors have undertaken a review of the forecasts of the company, including cash flow projections, to ascertain the working capital and funding requirements of the company. This review has also considered operational pressures created by the current uncertainty of the UK and Western economies.
The ultimate controlling party, A Loh-Gronager, has confirmed he will continue to make sufficient funds available to the company for a period of at least 12 months from the date of signing these financial statements to enable liabilities to be met as and when they fall due and satisfy FCA capital adequacy requirements. On this basis the directors are satisfied that the company has adequate financial resources to continue to operate as a going concern for the forthcoming 12 months. Accordingly these financial statements have been prepared on a going concern basis.
There have been no significant events affecting the company since the year end.
Under section 487(2) of the Companies Act 2006, Rawlinson & Hunter Audit LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
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LOH-GRONAGER PARTNERS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOH-GRONAGER PARTNERS LIMITED
We have audited the financial statements of Loh-Gronager Partners Limited ("the company") for the year ended 31 December 2024, which comprise the Profit and loss account, the Balance sheet, the Statement of cash flows, the Statement of changes in equity, the Analysis of net debt and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 Auditor's 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 United Kingdom, including the Financial Reporting Council'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.
In auditing the financial statements, we have concluded that the directors' 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 directors with respect to going concern are described in the relevant sections of this report.
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LOH-GRONAGER PARTNERS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOH-GRONAGER PARTNERS LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report and Financial Statements other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual Report and Financial Statements. 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. 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 course of 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
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 Strategic report or the Directors' report.
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LOH-GRONAGER PARTNERS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOH-GRONAGER PARTNERS LIMITED (CONTINUED)
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 an Auditor's report 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
Our assessment of the susceptibility of the entity's financial statements to material misstatement, including how fraud might occur, is considered to be low. This conclusion was reached after the consideration of the following:
∙due to the relatively simple business model and low number of transactions within the company there are comparatively few unexpected fluctuations in the reported results and balances and any such unexpected items would be specifically enquired into by us; and
∙there are a number of individuals which comprise "management" therefore there is no single individual who is likely to be able to override controls to effect a fraud.
We designed our audit procedures to respond to identified audit risks, including non-compliance with laws and regulations (irregularities) that are material to the financial statements. Some of the specific procedures performed to detect irregularities, including fraud, are detailed below:
∙the review of control accounts and journal entries for large, unusual or unauthorised entries;
∙the review of the company's FCA returns to assess compliance with the FCA's capital, solvency and client asset requirements;
∙the review of the detailed profit and loss account for variances that are either unexpected or considered not to be in accordance with our understanding of the business during the year;
∙obtaining and reviewing for completeness a list of entities and persons considered to be related parties (as defined by Financial Reporting Standard 102) and reviewing the ledgers of the company for previously unreported related party transactions; and
∙review of transactions and journals for any indication of fraud or management override.
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LOH-GRONAGER PARTNERS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOH-GRONAGER PARTNERS LIMITED (CONTINUED)
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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 Auditor's 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 an Auditor's report 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
Statutory Auditor
Chartered Accountants
Eighth Floor
6 New Street Square
New Fetter Lane
EC4A 3AQ
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LOH-GRONAGER PARTNERS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
REGISTERED NUMBER: 13519621
BALANCE SHEET
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 15 to 27 form part of these financial statements.
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LOH-GRONAGER PARTNERS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Loh-Gronager Partners Limited ("the company") is a private company limited by shares and is incorporated and domiciled in the United Kingdom. The address of its registered office is 23 Berkeley Square, Mayfair, London, England , W1J 6HE. The UK registration number is 13519621. The comparatives in the financial statements cover the period from 1 August 2022 to 31 December 2023.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).
The financial statements contain information about Loh-Gronager Partners Ltd as an individual company and do not contain consolidated financial information as the parent of a group.
The following principal accounting policies have been applied:
The directors have elected to apply the exemption under Section 405(2) of the Companies Act 2006 from preparing consolidated financial statements. This exemption has been applied on the grounds that the company's sole subsidiary, Kristjan Jespersen - Loh-Gronager Partners Consulting Limited, is immaterial for the purposes of providing a true and fair view of the results and financial position of the company.
The directors have undertaken a review of the forecasts of the company, including cash flow projections, to ascertain the working capital and funding requirements of the company. This review has also considered operational pressures created by the ongoing geopolitical conflicts.
The ultimate controlling party, A Loh-Gronager, has confirmed he will continue to make sufficient funds available to the company for a period of at least 12 months from the date of signing these financial statements to enable liabilities to be met as and when they fall due and satisfy FCA capital adequacy requirements. On this basis the directors are satisfied that the company has adequate financial resources to continue to operate as a going concern for the forthcoming 12 months. Accordingly these financial statements have been prepared on a going concern basis.
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Investments in subsidiaries are measured at cost less accumulated impairment.
The company only enters into basic financial instrument transactions that results in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. There are no estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the financial statements.
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
There were no charges that might affect future tax charges.
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Share premium account
Profit and loss account
periods.
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LOH-GRONAGER PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £15,253 (2023 - £8,592). Contributions totaling £Nil (2023 - £1,333) were payable to the fund at the balance sheet date and are included in trade creditors.
At the year end, the directors consider the ultimate controlling party to be A Loh-Gronager.
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