| REGISTERED NUMBER: 12773322 (England and Wales) |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| AMATHUS CAPITAL LTD |
| REGISTERED NUMBER: 12773322 (England and Wales) |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| AMATHUS CAPITAL LTD |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Director | 3 |
| Report of the Independent Auditors | 4 |
| Consolidated Statement of Profit or Loss | 8 |
| Consolidated Statement of Profit or Loss and Other Comprehensive Income |
9 |
| Consolidated Statement of Financial Position | 10 |
| Company Statement of Financial Position | 11 |
| Consolidated Statement of Changes in Equity | 12 |
| Company Statement of Changes in Equity | 13 |
| Consolidated Statement of Cash Flows | 14 |
| Notes to the Consolidated Statement of Cash Flows | 15 |
| Notes to the Consolidated Financial Statements | 16 |
| AMATHUS CAPITAL LTD |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTOR: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants & Statutory Auditors |
| 1 Kings Avenue |
| London |
| N21 3NA |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| GROUP STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The director presents his strategic report of the company and the group for the year ended 31 December 2024. |
| REVIEW OF BUSINESS |
| The Board monitors key financial performance indicators based on information received from AmCap Management Limited. |
| The indicators are appropriate to the circumstances of the business. |
| Since Q2 2022 we have been experiencing an increasingly volatile market, with inflation and interest rates on the rise. The volatile environment has had some impact on the UK Real Estate market as well, especially the development side, with costs increasing, and profit margins contracting significantly. The rental market space has also been affected by the changing market conditions, with rental yields experiencing some growth, but with property values slightly contracting. |
| During the year, the Group's investment in property portfolio decreased from £57.9m to £ Nil representing a 100% decrease in the portfolio's gross value, as investment properties were disposed of during the year and £38.5m in the property portfolio was earmarked for sale and classified as assets held for sale. There has also been a reduction in loan balances from £26.3m to £6.0m representing a 77.2% decrease in the total loan value. The Investments Committee will take a prudent approach in decisions-making to sell properties during the current market conditions of high interest rate and cost of living. |
| The new market conditions have led us, after consultation with our Advisory Committee, to the following about the investment strategy of the AmCap AIF V.C.I.C. PLC - 1A: |
| 1. Stop accepting new subscriptions. |
| 2. Stop entering any new development projects. |
| 3. Stop purchasing any further properties. |
| 4. Orderly sale of properties and reduce the Fund's overall loan balance. |
| The investment strategy set out above will be reviewed at regular intervals, always in collaboration with the Advisory Committee. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The Group's portfolio is exclusively invested in the UK and therefore is exposed to the risks and uncertainties of the UK economy. |
| The directors consider that the principal risk for the Group is in respect of the valuation of the Group's investment properties. The properties are subject to fluctuating market conditions, affected by consumer confidence, the performance of the UK economy, and the liquidity in the market as well as fluctuating interest rates. These risks will also affect the Group's ability to acquire properties in the future. The directors mitigate these risks by investing only in properties with good covenants and good prospects for alternative use at the end of the current lease. The Group is exposed to interest rate risk. The continuous increase in UK interest rates has affected the group strategy and future decision. The AIFM mitigated this risk by maintaining a sufficiently liquid position, staying in close contact with the Group’s lenders, and by maintaining an LTV well within the limits set by the lenders. Future returns on acquisitions are evaluated projecting higher than current rates. |
| There is a risk that the Group will be unable to finance future acquisitions and thus inhibit growth. This is mitigated by establishing facilities with preferred lenders which are familiar with and supportive of the Group's strategy and achievements. All borrowing is undertaken at cautious assessments of, for example, loan-to-value and interest cover. Covenants have been comfortably met to date and this prudent policy will continue. |
| FUTURE DEVELOPMENTS |
| The AIFM constantly monitors opportunities to sell properties where this offers a profit to the Group and is in line with strategic objectives. As at 31 December 2024 there were properties marked for sale. Regardless of category, sale opportunities are assessed on merit; a number of transactions are currently being considered and will be announced at the appropriate time. |
| ON BEHALF OF THE BOARD: |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| REPORT OF THE DIRECTOR |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The director presents his report with the financial statements of the company and the group for the year ended 31 December 2024. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| DIRECTOR |
| STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
| The director is responsible for preparing the Group Strategic Report, 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 the group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group'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 group's auditors are aware of that information. |
| AUDITORS |
| The auditors, AGK Partnership Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| AMATHUS CAPITAL LTD |
| Opinion |
| We have audited the financial statements of Amathus Capital Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Statement of Profit or Loss, the Consolidated Statement of Profit or Loss and Other Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows and Notes to the Consolidated 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 group's and of the parent company's affairs as at 31 December 2024 and of the group's loss for the year then ended; |
| - | the group financial statements have been properly prepared in accordance with IFRSs as adopted by the UK; |
| - | the parent company financial statements have been properly prepared in accordance with IFRSs as adopted by the UK and as applied in accordance with the provisions of the Companies Act 2006; and |
| - | the financial statements 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 group 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 group's and the parent 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 Group Strategic Report and 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 Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| AMATHUS CAPITAL LTD |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the parent company 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, 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 group's and the parent 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 group or the parent company or to cease operations, or has no realistic alternative but to do so. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| AMATHUS CAPITAL LTD |
| 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: |
| Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
| - the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognize non-compliance with applicable laws and regulations; |
| - we identified the laws and regulations applicable to the group through discussions with directors and other management, and from our commercial knowledge and experience of the industry; |
| - we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
| We assessed the susceptibility of the group and company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
| - making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
| - considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
| To address the risk of fraud in revenue recognition and risk of fraud through management bias and override of controls, we: |
| - identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control; |
| - performed analytical procedures to identify any unusual or unexpected relationships; |
| - tested journal entries to identify unusual transactions; |
| - assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
| - investigated the rationale behind significant or unusual transactions. |
| In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
| - agreeing financial statement disclosures to underlying supporting documentation; |
| - reading the minutes of meetings of those charged with governance; |
| - enquiring of management as to actual and potential litigation and claims; and |
| - reviewing correspondence with HMRC, relevant regulators, and the company's legal advisors. |
| There are inherent limitations in our audit procedures described above. The more removed that 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 enquiry 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. |
| 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| AMATHUS CAPITAL LTD |
| 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 |
| Chartered Accountants & Statutory Auditors |
| 1 Kings Avenue |
| London |
| N21 3NA |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| CONSOLIDATED STATEMENT OF PROFIT OR LOSS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| CONTINUING OPERATIONS |
| Revenue | 4 | 1,698,339 | 2,620,319 |
| Cost of sales | (456,704 | ) | (848,439 | ) |
| GROSS PROFIT | 1,241,635 | 1,771,880 |
| Other operating income | 5 | (512,300 | ) | (1,978,972 | ) |
| Administrative expenses | (1,610,709 | ) | (1,588,999 | ) |
| OPERATING LOSS | (881,374 | ) | (1,796,091 | ) |
| Finance costs | 7 | (1,467,921 | ) | (2,333,967 | ) |
| LOSS BEFORE CORPORATE TAX | 8 | (2,349,295 | ) | (4,130,058 | ) |
| Corporate tax | 10 | 58,514 | (242,709 | ) |
| LOSS FOR THE YEAR | ( |
) | ( |
) |
| Loss attributable to: |
| Owners of the parent | (2,290,781 | ) | (4,372,767 | ) |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2024 | 2023 |
| £ | £ |
| LOSS FOR THE YEAR | (2,290,781 | ) | (4,372,767 | ) |
| OTHER COMPREHENSIVE |
| OTHER COMPREHENSIVE FOR THE YEAR, NET OF INCOME TAX |
- |
- |
| TOTAL COMPREHENSIVE LOSS FOR THE YEAR |
(2,290,781 |
) |
(4,372,767 |
) |
| Total comprehensive loss attributable to: |
| Owners of the parent | (2,290,781 | ) | (4,372,767 | ) |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| ASSETS |
| NON-CURRENT ASSETS |
| Goodwill | 12 | 51,653 | 60,262 |
| Investment property | 13 | - | 57,923,498 |
| Investments | 14 | - | - |
| Loans and other financial assets | 15 | - | - |
| 51,653 | 57,983,760 |
| CURRENT ASSETS |
| Assets held for sale | 16 | 38,535,498 | - |
| Trade and other receivables | 17 | 7,023,444 | 6,602,545 |
| Cash and cash equivalents | 18 | 762,762 | 4,481,278 |
| 46,321,704 | 11,083,823 |
| TOTAL ASSETS | 46,373,357 | 69,067,583 |
| EQUITY |
| SHAREHOLDERS' EQUITY |
| Called up share capital | 19 | 43,292,500 | 43,292,500 |
| Share premium | 20 | 52,925 | 52,925 |
| Retained earnings | 20 | (3,689,145 | ) | (1,398,364 | ) |
| TOTAL EQUITY | 39,656,280 | 41,947,061 |
| LIABILITIES |
| NON-CURRENT LIABILITIES |
| Trade and other payables | 21 | - | 12,423 |
| Financial liabilities - borrowings |
| Interest bearing loans and borrowings | 22 | 5,276,250 | 23,753,384 |
| 5,276,250 | 23,765,807 |
| CURRENT LIABILITIES |
| Trade and other payables | 21 | 717,077 | 776,982 |
| Financial liabilities - borrowings |
| Interest bearing loans and borrowings | 22 | 723,750 | 2,503,750 |
| Tax payable | - | 73,983 |
| 1,440,827 | 3,354,715 |
| TOTAL LIABILITIES | 6,717,077 | 27,120,522 |
| TOTAL EQUITY AND LIABILITIES | 46,373,357 | 69,067,583 |
| The financial statements were approved by the director and authorised for issue on 15 May 2025 and were signed by: |
| H Pantelides - Director |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| COMPANY STATEMENT OF FINANCIAL POSITION |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| ASSETS |
| NON-CURRENT ASSETS |
| Goodwill | 12 |
| Investment property | 13 |
| Investments | 14 | 40,430,023 | 40,430,023 |
| Loans and other financial assets | 15 |
| CURRENT ASSETS |
| Trade and other receivables | 17 |
| Cash and cash equivalents | 18 |
| TOTAL ASSETS |
| EQUITY |
| SHAREHOLDERS' EQUITY |
| Called up share capital | 19 |
| Share premium | 20 |
| Retained earnings | 20 |
| TOTAL EQUITY | 44,371,937 | 44,133,439 |
| LIABILITIES |
| NON-CURRENT LIABILITIES |
| Financial liabilities - borrowings |
| Interest bearing loans and borrowings | 22 |
| CURRENT LIABILITIES |
| Trade and other payables | 21 |
| Financial liabilities - borrowings |
| Interest bearing loans and borrowings | 22 |
| Tax payable |
| TOTAL LIABILITIES |
| TOTAL EQUITY AND LIABILITIES |
| The financial statements were approved by the director and authorised for issue on |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Called up |
| share | Retained | Share | Total |
| capital | earnings | premium | equity |
| £ | £ | £ | £ |
| Balance at 1 January 2023 | 43,292,500 | 2,974,403 | 52,925 | 46,319,828 |
| Changes in equity |
| Total comprehensive loss | - | (4,372,767 | ) | - | (4,372,767 | ) |
| Balance at 31 December 2023 | 43,292,500 | (1,398,364 | ) | 52,925 | 41,947,061 |
| Changes in equity |
| Total comprehensive loss | - | (2,290,781 | ) | - | (2,290,781 | ) |
| Balance at 31 December 2024 | 43,292,500 | (3,689,145 | ) | 52,925 | 39,656,280 |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| COMPANY STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Called up |
| share | Retained | Share | Total |
| capital | earnings | premium | equity |
| £ | £ | £ | £ |
| Balance at 1 January 2023 | 43,292,500 | 27,597 | 52,925 | 43,373,022 |
| Changes in equity |
| Total comprehensive income | - | - |
| Balance at 31 December 2023 | 43,292,500 | 788,014 | 52,925 | 44,133,439 |
| Changes in equity |
| Total comprehensive income | - | - |
| Balance at 31 December 2024 | 43,292,500 | 1,026,512 | 52,925 | 44,371,937 |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| CONSOLIDATED STATEMENT OF CASH FLOWS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2024 | 2023 |
| £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | (822,992 | ) | (1,216,615 | ) |
| Interest paid | (1,467,921 | ) | (2,333,967 | ) |
| Tax paid | (15,469 | ) | (200,903 | ) |
| Net cash from operating activities | (2,306,382 | ) | (3,751,485 | ) |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | - | (1,625 | ) |
| Purchase of investment property | - | (4,394,120 | ) |
| Loss on sale of investment property | - | (1,078,142 | ) |
| Sale of investment properties | 18,845,000 | 24,921,620 |
| Net cash from investing activities | 18,845,000 | 19,447,733 |
| Cash flows from financing activities |
| Loan repayments in year | (20,257,134 | ) | (11,774,006 | ) |
| Net cash from financing activities | (20,257,134 | ) | (11,774,006 | ) |
| (Decrease)/increase in cash and cash equivalents | (3,718,516 | ) | 3,922,242 |
| Cash and cash equivalents at beginning of year |
2 |
4,481,278 |
559,036 |
| Cash and cash equivalents at end of year | 2 | 762,762 | 4,481,278 |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | RECONCILIATION OF LOSS BEFORE CORPORATE TAX TO CASH GENERATED FROM OPERATIONS |
| 2024 | 2023 |
| £ | £ |
| Loss before corporate tax | (2,349,295 | ) | (4,130,058 | ) |
| Depreciation charges | 8,609 | 8,609 |
| Loss on disposal of fixed assets | - | 1,151,012 |
| Loss on revaluation of fixed assets | 543,000 | 2,272,500 |
| Finance costs | 1,467,921 | 2,333,967 |
| (329,765 | ) | 1,636,030 |
| Increase in trade and other receivables | (420,899 | ) | (3,069,068 | ) |
| (Decrease)/increase in trade and other payables | (72,328 | ) | 216,423 |
| Cash generated from operations | (822,992 | ) | (1,216,615 | ) |
| 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 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 762,762 | 4,481,278 |
| Year ended 31 December 2023 |
| 31.12.23 | 1.1.23 |
| £ | £ |
| Cash and cash equivalents | 4,481,278 | 559,036 |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | STATUTORY INFORMATION |
| Amathus Capital Ltd is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparation and statement of compliance |
| The accompanying financial statements for both group and company have been prepared on a historical cost basis except for investment properties that have been measured at fair value. The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union (EU) and in compliance with the requirements of the Companies Act 2006. The director has assessed the ability of the Company and the Group to continue operating as a going concern and believes that the preparation of these financial statements on the going concern basis is appropriate. |
| The preparation of the financial statements, in accordance with IFRS as endorsed by the EU, requires the use of critical accounting estimates. It also requires management to exercise its judgement in the process of applying the accounting policies which have been adopted. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to financial statements are disclosed in notes to the accounts. |
| The presentation currency of the financial statements is the Pound Sterling (£). |
| Application of accounting policies |
| During the year ended 31 December 2024, the company has applied accounting policies and methods of |
| computation consistent with those applied in the prior year. |
| Principal activity |
| The principal activity of the group is the letting of investment properties. |
| Revenue recognition |
| The group generates revenue primarily from rental income of its investment properties. Revenue is measured based on the consideration specified in a contract with a customer and recognised on a straight-line basis over the term of the lease, except for contingent rental income which is recognised when it arises. |
| Finance income |
| Finance income from bank deposits is recognised on a time apportionment basis using the effective interest method. |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Basis of consolidation |
| (i) subsidiaries |
| The financial statements of the subsidiaries are prepared for the same reporting period as the company, using consistent accounting policies. All intercompany balances, transactions, unrealized gains and losses resulting from intercompany transactions and dividends are eliminated in full on consolidation. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the statement of comprehensive income from the date the group gains control until the date the group ceases to control the subsidiary. |
| Subsidiaries are consolidated from the date of their acquisition, being the date on which the group obtains control, and continue to be consolidated until the date such control ceases. Control is achieved when the group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. |
| Specifically, the group controls an investee if and only if the group has: |
| - Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee) |
| - Exposure, or rights, to variable returns from its involvement with the investee, and |
| - The ability to use its power over the investee to affect its returns |
| When the group has less than a majority of the voting or similar rights of an investee, the group considers all |
| relevant facts and circumstances in assessing whether it has power over an investee, including: |
| - The contractual arrangement with the other vote holders of the investee |
| - Rights arising from other contractual arrangements |
| - The group's voting rights and potential voting rights |
| The group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. |
| Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the group's accounting policies. |
| A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an |
| equity transaction. If the group loses control over a subsidiary, it: |
| - Derecognizes the assets (including goodwill) and liabilities of the subsidiary |
| - Derecognizes the carrying amount of any non-controlling interests |
| - Derecognizes the cumulative translation differences recorded in equity |
| - Recognizes the fair value of the consideration received |
| - Recognizes the fair value of any investment retained |
| - Recognizes any surplus or deficit in profit or loss |
| - Reclassifies the parent's share of components previously recognized in OCI to profit or loss or retained earnings, as appropriate, as would be required if the group had directly disposed of the related assets or liabilities |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Business combinations and goodwill |
| Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. For each business combination, the Group elects whether it measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition costs incurred are expensed and included in administrative expenses. |
| When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree. |
| Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Contingent consideration classified as an asset or liability that is a financial instrument and within the scope of IAS 39 Financial Instruments: Recognition and Measurement, is measured at fair value with changes in fair value recognized either in the profit or loss or as a change to other comprehensive income. If the contingent consideration is not within the scope of IAS 39, it is measured in accordance with the appropriate IFRS. Contingent consideration that is classified as equity is not remeasured and subsequent settlement is accounted for within equity. |
| Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interest over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the gain is recognized in profit or loss. |
| After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group's cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. |
| Finance costs |
| Interest expense and other borrowing costs are charged to profit or loss as incurred. |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Investment property |
| Investment property principally comprising residential buildings, is held for long-term rental yields and/or for capital appreciation and is not occupied by the group. Investment property is carried at fair value, representing open market value determined annually by external valuers. Changes in fair values are recorded in profit or loss and are included in other operating income. |
| An investment property is derecognised upon disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from the continued use of the asset. Any gain or loss arising on derecognition of the property (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the period in which the property is derecognised. |
| Fair value measurement |
| The carrying amounts of the group's financial assets and liabilities approximate their fair value at the reporting date. |
| The fair value of financial assets traded in active markets is based on quoted market prices at the reporting date. The quoted market price is used for financial assets held by the group is the current bid price. The appropriate quoted market price used for financial liabilities is the current ask price. |
| The fair value of financial assets that are not traded in an active markets is determined by using valuation techniques. The group uses a variety methods, such as estimated discounted cash flows, and makes assumptions that are based on market conditions existing at the reporting date. |
| All assets, liabilities and equity items for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to fair value measurement as a whole. |
| 1. Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities. |
| 2. Level 2 - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). |
| 3. Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs). |
| Assets held for sale |
| Non-current assets, or disposal groups comprising assets and liabilities, are classified as held-for-sale if it is highly probably that they will be recovered primarily through sale rather than through continuing use. |
| Such assets. or disposal groups, are generally measured at the lower of their carrying amount and fair value less cost to sell. Any impairment loss on the disposal group is allocated first to goodwill, and then to the remaining assets and liabilities on a pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets or investment property, which continue to be measured in accordance with the group's other accounting policies. Impairment losses on initial classification as held-for-sale or held-for-distribution and subsequent gains and losses on remeasurement are recognised in profit and loss. |
| Once classified as held-for-sale, intangible assets and property, plant and equipment are no longer amortised or depreciated, and any equity-accounted investee is no longer equity accounted. |
| Impairment of non-financial assets |
| Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to depreciation or amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non financial assets, other than goodwill, that have suffered an impairment are reviewed for possible reversal of the impairment at each reporting date. |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| Cash and cash equivalents |
| Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value. |
| In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under ‘current liabilities’ on the Statement of Financial Position. |
| Trade and other receivables |
| Trade and other receivables are financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for those with maturities greater than 12 months after the balance sheet date, which are classified as non-current assets. |
| Trade and other receivables are initially recognised at their transaction price, being fair value, and subsequently measured at amortised cost less provision for impairment. Receivables are discounted where the time value of money is material. The group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all trade receivables and contract assets. |
| In addition, if specific circumstances exist which would indicate that the receivable is irrecoverable a specific |
| provision is made. A provision is made against trade receivables and contract assets until such time as the group believes there to be no reasonable expectations of recovery, after which the trade receivable or contract asset balance is written off. |
| Trade and other payables |
| Trade and other payables are not interest bearing and are initially recorded at fair value. Subsequent measurement is at amortised cost. |
| Borrowings |
| Borrowings are recorded initially at the proceeds received, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method. |
| Offsetting financial instruments |
| Financial assets and financial liabilities are offset and the net amount reported in the statement of financial position if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the asset and settle the liability simultaneously. This is not generally the case with master netting agreements, and the related assets and liabilities are presented gross in the statement of financial position. |
| 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. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial risk management |
| Financial risk factors |
| The Company is exposed to interest rate risk, credit risk, liquidity risk, currency risk and capital risk management arising from the financial instruments it holds. The risk management policies employed by the Company to manage these risks are discussed below: |
| Interest rate risk |
| Interest rate risk is the risk that the value of financial instruments will fluctuate due to changes in market interest rates. Borrowings issued at variable rates expose the Company to cash flow interest rate risk. Borrowings issued at fixed rates expose the Company to fair value interest rate risk. The Company's Management monitors the interest rate fluctuations on a continuous basis and acts accordingly. |
| Credit risk |
| Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to meet an obligation. Credit risk arises when a failure by counter parties to discharge their obligations could reduce the amount of future cash inflows from financial assets on hand at the reporting date. The Company has no significant concentration of credit risk. The Company has policies in place to ensure that properties are let to tenants with an appropriate credit history and monitors on a continuous basis the ageing profile of its receivables. |
| Liquidity risk |
| Liquidity risk is the risk that arises when the maturity of assets and liabilities does not match. An unmatched position potentially enhances profitability, but can also increase the risk of losses. The Company has procedures with the object of minimising such losses such as maintaining sufficient cash and other highly liquid current assets and by having available an adequate amount of committed credit facilities. |
| Currency risk |
| Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency that is not the Company's measurement currency. The Company is exposed to foreign exchange risk arising from various currency exposures . The Company's Management monitors the exchange rate fluctuations on a continuous basis and acts accordingly. |
| Capital risk management |
| The Company manages its capital to ensure that it will be able to continue as a going concern while maximizing the return to shareholders through the optimisation of the debt and equity balance. The Company's overall strategy remains unchanged from last year. |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 3. | CRITICAL ACCOUNTING JUDGEMENTS AND JUDGEMENTS |
| The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates and requires Management to exercise its judgment in the process of applying the group's accounting policies. It also requires the use of assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on Management's best knowledge of current events and actions, actual results may ultimately differ from those estimates. |
| Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
| The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below: |
| Fair value of investment property |
| The fair value of investment property is determined by using valuation techniques. The group uses its judgment to select a variety of methods and make assumptions that are mainly based on market conditions existing at each reporting date. In the event that any of these assumptions do not materialize then the valuations should be revised accordingly. The fair value of the investment property has been estimated based on the fair value of their individual assets. |
| Impairment of investments in subsidiaries |
| The group periodically evaluates the recoverability of investments in subsidiaries whenever indicators of impairment are present. Indicators of impairment include such items as declines in revenues, earnings or cash flows or material adverse changes in the economic or political stability of a particular country, which may indicate that the carrying amount of an asset is not recoverable. If facts and circumstances indicate that investment in subsidiaries may be impaired, the estimated future discounted cash flows associated with these subsidiaries would be compared to their carrying amounts to determine if a write-down to fair value is necessary. |
| Impairment of Goodwill |
| Determining whether Goodwill is impaired requires an estimation of the value in use of the cash-generating units to which goodwill has been allocated. The value in use calculations requires management to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present value. |
| 4. | REVENUE |
| Revenue streams |
| All revenue is generated from rental income, from investment properties held by the Group in the UK. |
| 5. | OTHER OPERATING INCOME |
| 2024 | 2023 |
| £ | £ |
| Sundry receipts | 14,718 | 282,236 |
| Interest receivable | 14,861 | 11,292 |
| Exchange gains | 1,121 | - |
| Loss on revaluation of |
| investment property | (543,000 | ) | (2,272,500 | ) |
| (512,300 | ) | (1,978,972 | ) |
| 6. | EMPLOYEES AND DIRECTORS |
| There were no staff costs for the year ended 31 December 2024 nor for the year ended 31 December 2023. |
| The average number of employees during the year was NIL (2023 - NIL). |
| 2024 | 2023 |
| £ | £ |
| Directors' remuneration | - | - |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 7. | NET FINANCE COSTS |
| 2024 | 2023 |
| £ | £ |
| Finance costs: |
| Bank interest | 1,467,921 | 2,333,967 |
| 8. | LOSS BEFORE CORPORATE TAX |
| The loss before corporate tax is stated after charging/(crediting): |
| 2024 | 2023 |
| £ | £ |
| Cost of inventories recognised as expense | 456,704 | 848,439 |
| Loss on disposal of fixed assets | 1,276,350 | 1,151,012 |
| Foreign exchange differences | (687 | ) | 1,385 |
| 9. | AUDITORS' REMUNERATION |
| 2024 | 2023 |
| £ | £ |
| Fees payable to the company's auditors for the audit of the company's financial statements |
27,736 |
27,668 |
| The auditors remuneration comprise of £10,000 of audit fee payable to the parent company's auditor for the audit of the company and group's financial statements. |
| 10. | CORPORATE TAX |
| Analysis of tax (income)/expense |
| 2024 | 2023 |
| £ | £ |
| Current tax: |
| Tax | (58,514 | ) | 296,432 |
| Overprovision in prior year | - | (53,723 | ) |
| Total tax (income)/expense in consolidated statement of profit or loss | (58,514 | ) | 242,709 |
| Factors affecting the tax expense |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2024 | 2023 |
| £ | £ |
| Loss before income tax | (2,349,295 | ) | (4,130,058 | ) |
| Loss multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 25 %) |
(587,324 |
) |
(1,032,515 |
) |
| Effects of: |
| Utilization of losses | 528,810 | 1,328,947 |
| Overprovision in prior year | - | (53,723 | ) |
| Tax (income)/expense | (58,514 | ) | 242,709 |
| 11. | PROFIT OF PARENT COMPANY |
| 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. The parent company's profit for the financial year was £238,498 (2023 £760,417). |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 12. | GOODWILL |
| Group |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 | 86,089 |
| AMORTISATION |
| At 1 January 2024 | 25,827 |
| Charge for year | 8,609 |
| At 31 December 2024 | 34,436 |
| NET BOOK VALUE |
| At 31 December 2024 | 51,653 |
| At 31 December 2023 | 60,262 |
| 13. | INVESTMENT PROPERTY |
| Group |
| Total |
| £ |
| FAIR VALUE |
| At 1 January 2024 | 57,923,498 |
| Disposals | (18,845,000 | ) |
| Revaluations | (543,000 | ) |
| Reclassification/transfer | (38,535,498 | ) |
| At 31 December 2024 | - |
| NET BOOK VALUE |
| At 31 December 2024 | - |
| At 31 December 2023 | 57,923,498 |
| The fair value of investment property was determined by external, independent property valuers having appropriate recognised professional qualifications and recent experience in the location and category of the property being valued. The independent valuers provided the fair value of the group's property portfolio as at 31/12/2024. |
| The fair value measurement for all of the investment properties, have been categorized at Level 2 fair value, based on the inputs to valuation technique used. |
| During the year, the group disposed of 12 investment properties, for an amount of £18,845,000, generating a loss of £1,276,350. |
| Assets held for sale |
| During 2024, the group decided that the investment properties were going to be disposed in 2025. The investment properties are recognised as assets held for sale at 31 December 2024, at a carrying amount of £38,535,498 as all conditions under IFRS 5 for classification as asset held for sale have been met. |
| The following major classes of assets and liabilities relating to this operation have been classified as held for sale in the statement of financial position. |
| Investment properties |
| £ |
| Transfers from investment properties | 38,535,498 |
| Balance at 31 December 2024 | 38,535,498 |
| Fair value at 31 December 2024 is represented by: |
| £ |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Group |
| 14. | INVESTMENTS |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 | 40,430,023 |
| NET BOOK VALUE |
| At 31 December 2024 | 40,430,023 |
| At 31 December 2023 | 40,430,023 |
| The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
| Subsidiaries |
| Registered office: Cyprus |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Loss for the year | ( |
) | ( |
) |
| Registered office: Cyprus |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves | ( |
) | ( |
) |
| Loss for the year | ( |
) | ( |
) |
| Registered office: British Virgin Islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves | ( |
) |
| Loss for the year | ( |
) | ( |
) |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 14. | INVESTMENTS - continued |
| Company |
| Registered office: British Virgin Islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Loss for the year | ( |
) | ( |
) |
| Registered office: British Virgin islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Loss for the year | ( |
) | ( |
) |
| Registered office: British Virgin islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves | ( |
) | ( |
) |
| Loss for the year | ( |
) | ( |
) |
| Registered office: British Virgin islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Loss for the year | ( |
) | ( |
) |
| Registered office: British Virgin Islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Loss for the year | ( |
) | ( |
) |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 14. | INVESTMENTS - continued |
| Company |
| Registered office: British Virgin Islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Loss for the year | ( |
) | ( |
) |
| Registered office: British Virgin Islands |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Loss for the year | ( |
) | ( |
) |
| 15. | LOANS AND OTHER FINANCIAL ASSETS |
| Company |
| Loans to |
| group |
| undertakings |
| £ |
| At 1 January 2024 |
| Repayment in year | ( |
) |
| At 31 December 2024 |
| 16. | ASSETS HELD FOR SALE |
| Group |
| 2024 | 2023 |
| £ | £ |
| Assets held for sale | 38,535,498 | - |
| 17. | TRADE AND OTHER RECEIVABLES |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Current: |
| Other debtors | 6,991,262 | 6,506,111 | 6,981,757 | 6,482,074 |
| Prepayments | 9,985 | 80,467 | 1,414 | 4,242 |
| Accruals | 22,197 | 15,967 |
| 7,023,444 | 6,602,545 |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 18. | CASH AND CASH EQUIVALENTS |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Bank accounts | 762,762 | 4,481,278 |
| 19. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| ORDINARY | £100 | 43,292,500 | 43,292,500 |
| 20. | RESERVES |
| Group |
| Retained | Share |
| earnings | premium | Totals |
| £ | £ | £ |
| At 1 January 2024 | (1,398,364 | ) | 52,925 | (1,345,439 | ) |
| Deficit for the year | (2,290,781 | ) | (2,290,781 | ) |
| At 31 December 2024 | (3,689,145 | ) | 52,925 | (3,636,220 | ) |
| Company |
| Retained | Share |
| earnings | premium | Totals |
| £ | £ | £ |
| At 1 January 2024 | 840,939 |
| Profit for the year |
| At 31 December 2024 | 1,079,437 |
| 21. | TRADE AND OTHER PAYABLES |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Current: |
| Amounts owed to group undertakings | - | - |
| Other creditors | 483,472 | 519,184 |
| Accruals and deferred income | 233,605 | 254,099 |
| VAT | - | 3,699 | - | - |
| 717,077 | 776,982 |
| Non-current: |
| Other creditors | - | 12,423 | - | - |
| - | 12,423 |
| Aggregate amounts | 717,077 | 789,405 |
| AMATHUS CAPITAL LTD (REGISTERED NUMBER: 12773322) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 22. | FINANCIAL LIABILITIES - BORROWINGS |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Current: |
| Bank loans | 723,750 | 2,503,750 |
| Non-current: |
| Bank loans - 1-2 years | 5,276,250 | 23,753,384 |
| Terms and debt repayment schedule |
| Group |
| 1 year or |
| less | 1-2 years | Totals |
| £ | £ | £ |
| Bank loans | 723,750 | 5,276,250 | 6,000,000 |
| Company |
| 1 year or |
| less | 1-2 years | Totals |
| £ | £ | £ |
| Bank loans |
| The bank loans are denominated in British Pounds, bear interest between the rates of 1.5% to 4% over 3 months |
| GBP Libor, are repayable between 2021 to 2025 and are secured as follows: |
| By personal guarantees from the directors/shareholders of the Company. |
| By a first priority legal charge over the immovable properties of the Company. |
| By a security over cash deposits. |
| 23. | RELATED PARTY DISCLOSURES |
| 2024 | 2023 |
| Transactions between the company and its subsidiaries during the year: |
| Net interest received by the company on loans to subsidiaries | £1,622,488 | £2,896,952 |
| Balance as 31 December: |
| Amounts due by the company to subsidiary undertakings | £8,428,970 | £8,442,687 |
| 24. | ULTIMATE CONTROLLING PARTY |
| The ultimate controlling party is Amcap Management Ltd, which is incorporated in Cyprus, with a registered address at 132A Griva Dhigeni Avenue, Limassol. |