Fent International Limited
Annual Report and Financial Statements
For the period ended 31 December 2023
Company Registration No. 14899473 (England and Wales)
Fent International Limited
Company Information
Director
E Gonzalez
(Appointed 2 June 2023)
Company number
14899473
Registered office
1 Patternoster Square
London
United Kingdom
EC4M 7DX
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Fent International Limited
Contents
Page
Strategic report
1 - 2
Director's report
3
Director's responsibilities statement
4
Independent auditor's report
5 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Statement of cash flows
12
Notes to the financial statements
13 - 20
Fent International Limited
Strategic Report
For the period ended 31 December 2023
Page 1
The director presents the strategic report for the period ended 31 December 2023.
The Strategic Report provides a review of the business for the financial year and describes how risks are managed. The report outlines the developments and performance of the company during the financial year, the position at the end of the year and discusses the main trends and factors that could affect the future.
Key performance indicators are published to show the performance and position of the company.
Fair review of the business
The company was established in the year to act as an investment holding company with the aim of achieving increases in the capital values of its investments over the short to medium term.
The company raised funds and acquired its initial investment in the period. The financial statements reflect a reduction in the value of the investment however the investment was acquired with the view to achieving gains over the medium term. Management initiatives to improve the performance of the investment were at an early stage at the period end and the director is satisfied that the medium term plans remain appropriate to improve the financial performance and consequently capital value in the medium term.
Principal risks and uncertainties
The company's operational risks are considered to be manageable. There are a number of risks and uncertainties which could impact the performance of the company. The company operates a risk management process which identifies, evaluates and prioritizes risks and uncertainties and reviews mitigation activity.
Principal risks to the overall business include:
- Demand globally for the products and services of investee companies: The firm maintains good relations with clients, contacts and potential customers which allow us to monitor the economic and technological trends globally, the competitive environment and the factors impacting demand. This enables the company to ensure it has the complementation of infrastructure, skills and the resources to be able to respond to opportunities as they arise and also to react quickly to changes in circumstances.
- Staff retention and attracting new staff: As a provider of services the investee companies are dependent on their human resources. The company seeks to mitigate this risk by offering a stimulating, collaborative working environment, competitive salary, and excellent benefits.
- Information technology: The firm is dependent on information technology for the provision of services and technical resources. There is a risk that these systems might be compromised or fail. The company has clear governance policies over information security, together with systems maintenance, regulatory monitoring reviews, off site back up and physical controls testing and therefore the risk of systems failure is minimised.
- Competition: The risk relating to the uncertainty created by the existence of competitors or the emergence of new competitors with their own strategies. We firmly believe in the approach of our investee companies to maintain our strong presence in our chosen markets.
- Financial risk: The firm’s operations expose it to a number of financial risks including credit and liquidity risk in investee companies and for the company the ability to finance projects. The company has processes to manage credit and liquidity risk and ensures appropriate funding is available before making investments.
- Inflation: An economic slowdown caused a rapid rise in inflation could pose a risk and impact turnover in investee companies in the upcoming fiscal year.
Fent International Limited
Strategic Report (Continued)
For the period ended 31 December 2023
Page 2
Key performance indicators
Overall, this first period saw the acquisition of the first investment. Management plans to increase the capital value of the investment are at an early stage and so although a reduction in value was recorded in the financial statements the director is confident the longer term strategy will yield improvements in the coming years. The director is satisfied with the financial position at the end of the year and the company is looking forward to a positive year in 2024.
2023
Loss before tax $20,122,351
Net assets $40,977,779
Section 172 Statement
The Director is aware of their statutory duty to promote the success of the Company, as set out in Section 172 of the Companies Act 2006. This duty underpins the Board’s decision-making processes and the strategic direction, with due consideration given to the long-term impact of its decisions upon on shareholders, employees, customers and wider stakeholders. The directors decision making process considers both risk and reward in pursuit of delivering long term value for all our stakeholders and protecting their interests. Awareness and understanding of the current and potential risks to the business, including both financial and non-financial risks, are fundamental to how we manage the business. Further information on risks is provided above. The directors are committed to acting fairly and operating to high standards of business conduct both a company and also in the wider context of all of its stakeholders.
E Gonzalez
Director
27 May 2025
Fent International Limited
Director's Report
For the period ended 31 December 2023
Page 3
The director presents his annual report and financial statements for the period ended 31 December 2023.
Principal activities
The principal activity of the company continued to be that of a holding investments with the objective of creating capital growth and gains.
Results and dividends
The results for the period are set out on page 9.
No ordinary dividends were paid. The director does not recommend payment of a final dividend.
Director
The director who held office during the period and up to the date of signature of the financial statements was as follows:
E Gonzalez
(Appointed 2 June 2023)
F Frauca
(Appointed 29 May 2023 and resigned 2 June 2023)
A Achondo
(Appointed 13 December 2023 and resigned 13 December 2023)
L V Martinez
(Appointed 8 July 2023 and resigned 26 July 2023)
A Achondo
(Appointed 15 November 2023 and resigned 15 November 2023)
Auditor
Moore Kingston Smith LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
Energy and carbon report
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
E Gonzalez
Director
27 May 2025
Fent International Limited
Director's Responsibilities Statement
For the period ended 31 December 2023
Page 4
The director is responsible for preparing the annual report 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Fent International Limited
Independent Auditor's Report
To the Members of Fent International Limited
Page 5
Opinion
We have audited the financial statements of Fent International Limited (the 'company') for the period ended 31 December 2023 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity, the Statement of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its loss for the period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. 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.
Fent International Limited
Independent Auditor's Report (Continued)
To the Members of Fent International Limited
Page 6
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the Strategic Report and the Director's Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Director's Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of director's remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of director
As explained more fully in the Director's Responsibilities Statement, 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 is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
Fent International Limited
Independent Auditor's Report (Continued)
To the Members of Fent International Limited
Page 7
Auditor's 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 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.
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
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.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Fent International Limited
Independent Auditor's Report (Continued)
To the Members of Fent International Limited
Page 8
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
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.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
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.
Andrew Grieve
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
29 May 2025
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Fent International Limited
Statement of Comprehensive Income
For the period ended 31 December 2023
Page 9
Period
ended
31 December
2023
Notes
$
Administrative expenses
(30,094)
Fair value gains and losses
6
(20,092,257)
Loss before taxation
(20,122,351)
Tax on loss
7
Loss for the financial period
(20,122,351)
The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.
Fent International Limited
Balance Sheet
As at 31 December 2023
Page 10
2023
Notes
$
$
Fixed assets
Investments
8
41,007,743
Current assets
-
Creditors: amounts falling due within one year
11
(29,964)
Net current liabilities
(29,964)
Net assets
40,977,779
Capital and reserves
Called up share capital
13
1,288
Share premium account
14
61,098,842
Profit and loss reserves
15
(20,122,351)
Total equity
40,977,779
The financial statements were approved by the board of directors and authorised for issue on 27 May 2025 and are signed on its behalf by:
E Gonzalez
Director
Company Registration No. 14899473
Fent International Limited
Statement of Changes in Equity
For the period ended 31 December 2023
Page 11
Share capital
Share premium account
Profit and loss reserves
Total
Notes
$
$
$
$
Balance at 29 May 2023
-
Period ended 31 December 2023:
Loss and total comprehensive income for the period
-
-
(20,122,351)
(20,122,351)
Issue of share capital
13
1,288
61,098,842
-
61,100,130
Balance at 31 December 2023
1,288
61,098,842
(20,122,351)
40,977,779
Fent International Limited
Statement of Cash Flows
For the period ended 31 December 2023
Page 12
2023
Notes
$
$
Cash flows from operating activities
Cash absorbed by operations
18
(2,094)
Investing activities
Outflows from purchase of investments
(61,100,000)
Net cash used in investing activities
(61,100,000)
Financing activities
Proceeds from issue of shares
61,100,130
Net cash generated from/(used in) financing activities
61,100,130
Net (decrease)/increase in cash and cash equivalents
(1,964)
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
(1,964)
Relating to:
Bank overdrafts included in creditors payable within one year
(1,964)
Fent International Limited
Notes to the Financial Statements
For the period ended 31 December 2023
Page 13
1
Accounting policies
Company information
Fent International Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 Patternoster Square, London, United Kingdom, EC4M 7DX.
1.1
Reporting period
The company was incorporated on 29 May 2023 and presents it first financial statements for the period to 31 December 2023.
1.2
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in US dollars, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $. At the Balance Sheet date the exchange rate was $1: £0.7854.
The financial statements have been prepared under the historical cost convention as modified to include investments measured at open market value through the profit and loss account. The principal accounting policies adopted are set out below.
1.3
Going concern
Atruet the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
The company's principal activity is the holding of investments. Adequate funding arrangements are put in place prior to any acquisitions occurring. Ongoing costs are covered by the company and the entities it holds as investments or its parent. The director has reviewed the funding arrangements and is satisfied they are sufficient to support the company for at least one year from the date of approval of these financial statements and is satisfied that the going concern basis remains appropriate.
1.4
Fixed asset investments
The company holds investments with a view to establishing an investment portfolio designed for subsequent resale in the short to medium term.
Investments representing a substantial proportion of an investee company's issued share capital that would qualify as a subsidiary are excluded from consolidation on the basis they are acquired as part of an investment portfolio .
Investments are initially measured at transaction price including transaction coasts and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in the profit and loss.
Fent International Limited
Notes to the Financial Statements (Continued)
For the period ended 31 December 2023
1
Accounting policies
(Continued)
Page 14
1.5
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.6
Financial instruments
Other financial assets
Other financial assets, including investments in equity instruments which are not consolidated subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Fent International Limited
Notes to the Financial Statements (Continued)
For the period ended 31 December 2023
1
Accounting policies
(Continued)
Page 15
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.9
Fair value measurement and valuation process
The unlisted investments are measured at fair value for financial reporting purposes. The directors of the Company meet at least twice a year to determine if there are any reasons to revise the fair value on the basis of six-monthly fair value assessment reports prepared by the fund manager.
The fair value assessments performed by the fund manager are done in terms of the International Private Equity Valuation guidelines.
The fund manager’s fair value assessment procedures take into account:
· Unit of account
· Instrument
· Instrument protections
· Time since investment
· Previous and current revaluations
· Going concern ability
· Qualitative factors
· Quantitative factors
In estimating the fair value of these financial instruments the fund manager uses market-observable data to the extent it is available. Where market-observable data are not available, the fund manager uses non-observable inputs to make a determination of whether there has been an impairment or an uplift.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Fent International Limited
Notes to the Financial Statements (Continued)
For the period ended 31 December 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
Page 16
Disclosure is required of judgements and estimates made by the fund manager in applying the accounting policies that have a significant effect on the financial statements. The area involving the highest degree of estimation uncertainty is the valuation of unlisted investments. Refer to Note 8 below, where the fair value of these investments are disclosed. If the valuation of the unlisted investments moved by up to +/- 20%, this would change the net asset value of the Company by +$8,201,550/
-$8,201,550.
Management will apply the 20% valuation range consistently from prior years to ensure year on year comparability to the users of these financial statements. The percentage of estimation uncertainty has been applied to the portfolio as a whole, as any individual valuation uncertainties have been taken into account when the Fund Manager completed the bi-annual fair valuation assessments of the underlying investments.
The directors do not believe there were any critical accounting judgements applied in the year.
3
Operating loss
2023
Operating loss for the period is stated after charging:
$
Exchange losses
5
Fees payable to the company's auditor for the audit of the company's financial statements
28,000
4
Auditor's remuneration
2023
Fees payable to the company's auditor and associates:
$
For audit services
Audit of the financial statements of the company
28,000
5
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2023
Number
Total
6
Fair value gains and losses
2023
$
Fair value gains/(losses) on financial instruments
Loss on financial assets held at fair value through profit or loss
(20,092,257)
Fent International Limited
Notes to the Financial Statements (Continued)
For the period ended 31 December 2023
6
Fair value gains and losses
(Continued)
Page 17
Fair value measurements are derived from valuation techniques that include inputs for the assets and liabilities that are not based on observable market data (unobservable inputs).
7
Taxation
The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
2023
$
Loss before taxation
(20,122,351)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00%
(5,030,588)
Unutilised tax losses carried forward
5,030,588
Taxation charge for the period
-
A deferred tax asset has not been recognised due to the losses incurred indicating recovery of such a potential asset is not probable.
8
Fixed asset investments
2023
$
Unlisted investments
41,007,743
Movements in fixed asset investments
Investments
$
Cost or valuation
At 29 May 2023
-
Additions
61,100,000
Valuation changes
(20,092,257)
At 31 December 2023
41,007,743
Carrying amount
At 31 December 2023
41,007,743
Investments comprise Drake Enterprises ETVE, S.L.y. which is valued on the basis of adjusted earnings multiple.
Fent International Limited
Notes to the Financial Statements (Continued)
For the period ended 31 December 2023
Page 18
9
Subsidiaries
Details of the company's subsidiaries at 31 December 2023 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Drake Enterprises ETVE, S.L.y
La calle Alcala, 61, Madrid, Spain
Ordinary
99.97
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
$
$
Drake Enterprises ETVE, S.L.y
221,575,000
The subsidiary is not consolidated as it is held as part of the establishment of an investment portfolio.
10
Financial instruments
2023
$
Carrying amount of financial assets
Instruments measured at fair value through profit or loss
41,007,743
11
Creditors: amounts falling due within one year
2023
Notes
$
Bank loans and overdrafts
12
1,964
Accruals and deferred income
28,000
29,964
12
Loans and overdrafts
2023
$
Bank overdrafts
1,964
Payable within one year
1,964
Fent International Limited
Notes to the Financial Statements (Continued)
For the period ended 31 December 2023
Page 19
13
Share capital
2023
2023
Ordinary share capital
Number
$
Issued and fully paid
of $1.30 each
1,000
1,288
The company was incorporated with a share capital of 100 ordinary shares of £1 each. On 13 December 2023 900 ordinary shares of £1 each were issued for a total consideration of £48,707,750.76.
14
Share premium account
2023
$
At the beginning of the period
Issue of new shares (ordinary shares)
61,098,842
At the end of the period
61,098,842
15
Profit and loss reserves
2023
$
At the beginning of the period
Loss for the period
(20,122,351)
At the end of the period
(20,122,351)
The retained profit and loss account includes unrealised losses of $20,092,257.
16
Related party transactions
The company has taken advantage of the exemption to not disclose transactions within a wholly owned group.
17
Ultimate controlling party
The immediate parent undertaking is Dorchester Investments LLC an entity established in the US.
The ultimate controlling party is B Patterson.
Fent International Limited
Notes to the Financial Statements (Continued)
For the period ended 31 December 2023
Page 20
18
Cash absorbed by operations
2023
$
Loss for the period after tax
(20,122,351)
Adjustments for:
Other gains and losses
20,092,257
Movements in working capital:
Increase in creditors
28,000
Cash absorbed by operations
(2,094)
19
Analysis of changes in net debt
29 May 2023
Cash flows
31 December 2023
$
$
$
Bank overdrafts
-
(1,964)
(1,964)
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