| REGISTERED NUMBER: |
| Report of the directors and |
| Unaudited financial statements |
| for the period 13 August 2023 to 31 December 2024 |
| For |
| Baobab Immobilier Corporation Ltd |
| REGISTERED NUMBER: |
| Report of the directors and |
| Unaudited financial statements |
| for the period 13 August 2023 to 31 December 2024 |
| For |
| Baobab Immobilier Corporation Ltd |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Contents of the financial statements |
| for the period 13 August 2023 to 31 December 2024 |
| Page |
| Report of the directors | 1 |
| Income statement | 3 |
| Balance sheet | 4 |
| Statement of changes in equity | 6 |
| Notes to the financial statements | 7 |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Report of the directors |
| for the period 13 August 2023 to 31 December 2024 |
| For the period ended 31 December 2024. |
| The directors present their report and financial statements for the period ended 31 December 2024. The principal activity of Baobab Immobilier Corporation Ltd. is that of an investment holding company. |
| Incorporation |
| The company was incorporated on 13 August 2023 . |
| Principal activity |
| The principal activity of the company in the period under review was that of an investment holding company. |
| Dividends |
| 2024 |
| € |
| Loss for the financial year | (19,702 | ) |
| Dividends paid |
| (19,702 | ) |
| The directors do not recommend the payment of a dividend. |
| Directors |
| The directors who served during the year and to date are: |
| Global Assistance Services S.A. (appointed 13 August 2023) |
| Mr Antonio Mazzotta (appointed 13 August 2023) |
| Both the directors, being eligible, offer themselves for election at the forthcoming first Annual General Meeting. |
| Statement of directors' responsibilities |
| The directors are responsible for preparing the Directors’ Report and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are 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 directors are required to: |
| • select suitable accounting policies and then apply them consistently; |
| • make judgements and 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 directors are responsible for keeping adequate accounting records which disclose with reasonable accuracy at any time the financial position of the company and 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. |
| On behalf of the board: |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Report of the directors |
| for the period 13 August 2023 to 31 December 2024 |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Income statement |
| for the period 13 August 2023 to 31 December 2024 |
| € |
| Turnover |
| Operational expenses | ( |
) |
| Operating loss | ( |
) |
| Interest receivable and similar income |
| 99,819 |
| Foreign exchange movement | (83 | ) |
| 99,736 |
| Interest payable and similar expenses | ( |
) |
| Loss before taxation | ( |
) |
| Tax on loss |
| Loss for the financial period | ( |
) |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Balance sheet |
| 31 December 2024 |
| Notes | € |
| Fixed assets |
| Investments | 5 |
| Current assets |
| Debtors: amounts falling due within one year | 6 |
| Debtors: amounts falling due after more than one year |
6 |
| Cash at bank |
| Creditors |
| Amounts falling due within one year | 7 | ( |
) |
| Net current assets |
| Total assets less current liabilities |
| Creditors |
| Amounts falling due after more than one year |
8 |
( |
) |
| Net liabilities | ( |
) |
| Capital and reserves |
| Called up share capital | 9 |
| Retained earnings | ( |
) |
| ( |
) |
| 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. |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Balance sheet - continued |
| 31 December 2024 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Statement of changes in equity |
| for the period 13 August 2023 to 31 December 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| € | € | € |
| Changes in equity |
| Issue of share capital | - |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 December 2024 | ( |
) | ( |
) |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Notes to the financial statements |
| for the period 13 August 2023 to 31 December 2024 |
| 1. | Statutory information |
| The principal activity of Baobab Immobilier Corporation Ltd. is that of an investment holding company. |
| The company is a private company limited by shares and incorporated in the UK. Its registered office is Suite 1, 7th Floor, 50 Broadway, London, United Kingdom, SW1H 0DB. The company’s registered number is 15066875. |
| The financial statements are presented in Euro, which is the functional currency of the company. |
| The company has no employees. |
| 2. | Statement of compliance |
| The individual financial statements of Baobab Immobilier Corporation Ltd. have been prepared in compliance with UK Accounting Standards, including Financial Reporting Standard 102 Section 1A – Small Entities, ‘‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’’ (‘‘FRS 102 Section 1A – Small Entities’’) and the Companies Act 2006. |
| 3. | Accounting policies |
| Basis of preparing the financial statements |
| These financial statements are prepared on a going concern basis, under the historical cost convention, as modified by the revaluation of certain financial assets and liabilities measured at fair value through the statement of comprehensive income. |
| Going concern |
| The company is dependent on the continued financial support of the lenders in order to enable it to continue operating and to meet its liabilities as they fall due. The lenders have agreed to continue to provide financial support to the company and accordingly the directors have prepared the financial statements under the going concern concept. |
| Expenses |
| Expenses are recognised on an accruals basis. |
| Foreign currency |
| Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. |
| At each period end foreign currency monetary items are translated using the closing rate. Non monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. |
| Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income. |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Notes to the financial statements - continued |
| for the period 13 August 2023 to 31 December 2024 |
| 3. | Accounting policies - continued |
| Taxation |
| Taxation expense for the period comprises current and deferred tax recognised in the reporting period. Tax is recognised in the statement of comprehensive income. |
| Current or deferred taxation assets and liabilities are not discounted. Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end. |
| Investments |
| Investment in subsidiary company |
| Investment in subsidiary company is held at cost less accumulated impairment losses. |
| 4. | Employees and directors |
| The average number of employees during the period was NIL. |
| 5. | Fixed asset investments |
| 2024 |
| € |
| Brought forward | - |
| Additions | 152,419 |
| Carried forward | 152,419 |
| Analysed as: |
| SCI GARAB | 152,419 |
| SCI GARAB |
| The company owns 99.98% of the equity share capital of SCI GARAB, a real estate investment company incorporated in Senegal. |
| 6. | Debtors |
| 2024 |
| € |
| Non-current: |
| Loan receivable - SCI GARAB | 2,415,925 |
| 2,415,925 |
| Current: |
| Loan interest receivable - SCI GARAB | 8,692 |
| Prepayments | 6,600 |
| 15,292 |
| 2,431,217 |
| The loan receivable from SCI GARAB is unsecured, interest bearing at 5% per annum based on 360 day year and is repayable ten years from the drawdown date. |
| Baobab Immobilier Corporation Ltd (Registered number: 15066875) |
| Notes to the financial statements - continued |
| for the period 13 August 2023 to 31 December 2024 |
| 7. | Creditors: amounts falling due within one year |
| 2024 |
| € |
| Trade creditors | (6,600 | ) |
| Shareholder loans payable | (172,919 | ) |
| Accruals | (5,747 | ) |
| (185,266 | ) |
| The Shareholder loans payable are unsecured, interest free and repayable on demand. |
| 8. | Creditors: amounts falling due after more than one year |
| 2024 |
| € |
| Bank loans (secured) - EDR | 2,420,000 |
| In 2023, the company increased the Credit Facility agreement with the bank EDR up to an amount of €2,500,000. See note 9 below for more information. |
| 9. | Called up share capital |
| 2024 |
| € |
| 3,000 Ordinary shares of €1 |
| Allotted, called up and fully paid |
| At 13 August | 3,000 |
| Issued | - |
| At 31 December | 3,000 |
| 10. | Pledges over the company’s assets |
| Since 2nd November 2023, the Company entered into a pledge of Funds or Financial Instruments in favour of the bank the Bank Edmond de Rothschild (Monaco) in order to secure a Credit Facility agreement. The company authorised to pledge €2,500,000 towards this agreement. |