Company Registration No. 13591433 (England and Wales)
PROJECT Q HOLDCO LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
Affinia
19th Floor
1 Westfield Avenue
London
E20 1HZ
PROJECT Q HOLDCO LTD
COMPANY INFORMATION
Directors
Mr V Nazarov (Resigned 28 May 2025)
Mr H A Forusz (Resigned 28 May 2025)
Mr D C Heaney (Appointed 28 May 2025)
Ms L McCloskey (Appointed 28 May 2025)
Company number
13591433
Registered office
2nd Floor
32-33 Gosfield Street
London
W1W 6HL
Auditor
Affinia (Stratford)
19th Floor
1 Westfield Avenue
London
E20 1HZ
PROJECT Q HOLDCO LTD
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Profit and loss account
6
Balance sheet
7
Statement of changes in equity
8
Notes to the financial statements
9 - 15
PROJECT Q HOLDCO LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 1 -

The directors present their annual report and financial statements for the year ended 30 September 2023.

Principal activities

The principal activity of the company is that of the activities of a holding company.

Results and dividends

The results for the year are set out on page 6.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

H A Forusz
(Resigned 28 May 2025)
V Nazarov
(Resigned 28 May 2025)
D C Heaney
(Appointed 28 May 2025)
L McCloskey
(Appointed 28 May 2025)
Auditor

Affinia (Stratford) were re-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.

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
D C Heaney
L McCloskey
Director
Director
23 June 2025
PROJECT Q HOLDCO LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 2 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

PROJECT Q HOLDCO LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PROJECT Q HOLDCO LTD
- 3 -
Opinion

We have audited the financial statements of Project Q Holdco Ltd (the 'company') for the year ended 30 September 2023 which comprise the profit and loss account, the balance sheet, the statement of changes in equity 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 Financial Reporting Standard 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:

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 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.

Material uncertainty related to going concern

We draw attention to Note 1.2 in the financial statements, which indicates subsequent to the year end the company is seeking to restructure its finance further releasing funds for the group. The funding for the group is not legally contracted for the next 12 months and is subject to either refinance, new finance, or extension of existing funding relationship. In addition to this, as set out in note 1.2, the directors are considering the future role of the entity as part of a group restructure. As stated in Note 1.2, these events or conditions, along with other matters as set forth in Note 1.2, indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our audit opinion is not modified, and our audit opinion is not qualified, in respect of this matter.

 

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

PROJECT Q HOLDCO LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PROJECT Q HOLDCO LTD
- 4 -
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 directors' 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:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

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, but not limited to, fraud and non-compliance with laws and regulations was as follows:

 

 

 

 

 

 

 

 

 

PROJECT Q HOLDCO LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PROJECT Q HOLDCO LTD
- 5 -

To address the risk of fraud through management bias and override of controls, we:

 

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

 

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 is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 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.

Richard Lane
Senior Statutory Auditor
For and on behalf of Affinia (Stratford)
23 June 2025
Chartered Accountants
Statutory Auditor
19th Floor
1 Westfield Avenue
London
E20 1HZ
PROJECT Q HOLDCO LTD
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 6 -
2023
2022
Notes
£'000
£'000
Interest receivable and similar income
5
4,040
3,414
Interest payable and similar expenses
6
(4,040)
(3,414)
Profit before taxation
-
0
-
0
Tax on profit
-
0
-
0
Profit for the financial year
-
0
-
0

The profit and loss account has been prepared on the basis that all operations are continuing operations.

PROJECT Q HOLDCO LTD
BALANCE SHEET
AS AT
30 SEPTEMBER 2023
30 September 2023
- 7 -
2023
2022
as restated
Notes
£'000
£'000
£'000
£'000
Fixed assets
Investments
7
29,632
27,778
Current assets
Debtors falling due after more than one year
9
7,617
3,577
Net current assets
7,617
3,577
Total assets less current liabilities
37,249
31,355
Creditors: amounts falling due after more than one year
10
(37,249)
(31,355)
Net assets
-
0
-
0
Capital and reserves
-
-
Called up share capital
12
-
0
-
0
The financial statements were approved by the board of directors and authorised for issue on 23 June 2025 and are signed on its behalf by:
D C Heaney
L McCloskey
Director
Director
Company registration number 13591433 (England and Wales)
PROJECT Q HOLDCO LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 8 -
Share capital
£'000
Balance at 1 October 2021
-
0
Year ended 30 September 2022:
Profit and total comprehensive income
-
Balance at 30 September 2022
-
0
Year ended 30 September 2023:
Profit and total comprehensive income
-
Balance at 30 September 2023
-
0
PROJECT Q HOLDCO LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 9 -
1
Accounting policies
Company information

Project Q Holdco Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, 32-33 Gosfield Street, London, W1W 6HL.

1.1
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 sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of Project Q Holdco Limited are consolidated in the financial statements of Project Q Topco Limited.

PROJECT Q HOLDCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023
1
Accounting policies
(Continued)
- 10 -
1.2
Going concern

At the time of approving the financial statements, the directors have atrue reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

The directors foresee the going concern of the business for 12 months from the approval of the financial statements based on the ongoing strong performance of the underlying trading entities of the group, alongside the value of the properties that support the trading structure of the group. With the ongoing support of external lenders in order to support the financial base of the business and fund any required capital work the directors are confident that the strength of the tangible and trading assets are to only improve in the foreseeable future. This will ensure that the group of entities and this company will be able to meet and manage relevant financial and non-financial commitments for the foreseeable future.

 

The Group is actively seeking to refinance its existing finance arrangements at the Project Q Senior Limited level, however at this stage, the refinancing arrangement(s) are yet to be formalised. There is hence uncertainty which has been outlined as a material uncertainty over going concern. Furthermore, the directors are currently seeking to review the structure of the organisation in line with the new refinance and will assess all entities within the structure.

 

Furthermore, the directors are also aware of external factors and change in economic environments that will have an impact on the business and its related entities. To this extent they are actively working alongside relevant industry specialists, and external partners, such as HM Revenue & Customs in order to overcome and resolve these issues as they arise.

 

With the exception of the refinancing arrangements not yet formalised, the directors are confident that the company is a going concern for 12 months from the date of signing of the balance sheet.

1.3
Turnover

Turnover is in relation to interest accrued and received in respects to intercompany loans.

1.4
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.5
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

PROJECT Q HOLDCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023
1
Accounting policies
(Continued)
- 11 -
Other financial assets

Other financial assets, including investments in equity instruments which are not 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.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.6
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.

PROJECT Q HOLDCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 12 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are 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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of loans in subsidiaries

There is a continual and ongoing assessment and review of recoverability of debts due to and or from related entities. Assessment of this is taken by the underlying operating entities ability to help service the relevant debts as part of the financing arrangement of the group.

Investments in subsidiaries and impairment

The directors undertake an ongoing assessment and review of the fair value of its investments in subsidiaries to ensure that there is no impairment in the carrying value in the financial statements. This is made by reference to the underlying performance of the trading entity and assessment of its future forecasts and cashflows in determining the value of the investment held.

3
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the company
2
2

Audit fees in relation to this entity are charged to the operating business of HH Waterloo Opco Limited.

4
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
2
2
5
Interest receivable and similar income
2023
2022
£'000
£'000
Interest income
Interest receivable from group companies
4,040
3,414
PROJECT Q HOLDCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 13 -
6
Interest payable and similar expenses
2023
2022
£'000
£'000
Interest payable to group undertakings
4,040
3,414
7
Fixed asset investments
2023
2022
£'000
£'000
Loans to subsidiaries
8
29,632
27,778

The long term loan of £29,632,000 (2022: £27,778,000) is advanced to wholly owned subsidiary company Project Q Mezz Limited, repayable in full on 10 September 2026. Interest payable is agreed at 10% per annum to 31 December 2021, 12.5% per annum to 31 December 2022 and 14.5% per annum thereafter, accruing daily. This rate is considered appropriate in accordance with the arms length principle of the OECD guidelines.

Movements in fixed asset investments
Loans to subsidiaries
£'000
Cost or valuation
At 1 October 2022
27,778
Additions
1,854
At 30 September 2023
29,632
Carrying amount
At 30 September 2023
29,632
At 30 September 2022
27,778
8
Subsidiaries

Details of the company's subsidiaries at 30 September 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Project Q Mezz Ltd
UK
ordinary
100.00
-
Project Q Senior Ltd
UK
ordinary
0
100.00
DT York Limited
UK
ordinary
0
100.00
HH Waterloo Opco Limited
UK
ordinary
0
100.00
DT York Opco Limited
UK
ordinary
0
100.00
HH Waterloo Holdco Limited
Jersey
ordinary
0
100.00
HH Waterloo Propco Limited
Jersey
ordinary
0
100.00
DT York Propco Limited
Jersey
ordinary
0
100.00
PROJECT Q HOLDCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 14 -
9
Debtors
2023
2022 as restated
Amounts falling due after more than one year:
£'000
£'000
Amounts owed by group undertakings
7,617
3,577

Debtors includes the interest on the loan advanced to wholly owned subsidiary Project Q Mezz Ltd and the amount due towards share capital from the parent company Project Q Topco Limited.

10
Creditors: amounts falling due after more than one year
2023
2022 as restated
Notes
£'000
£'000
Other borrowings
11
37,249
31,355
11
Loans and overdrafts
2023
2022 as restated
£'000
£'000
Loans from group undertakings
37,249
31,355
Payable after one year
37,249
31,355
12
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£'000
£'000
Authorised
Issued and Fully Paid
Ordinary shares of £1 each
100
100
-
-
0

 

13
Financial commitments, guarantees and contingent liabilities

The long term debt relates £29,632,000 (2022: £27,778,000) is advanced to wholly owned subsidiary company Project Q Mezz Limited, repayable in full on 10 September 2026. Interest payable is agreed at 10% per annum to 31 December 2021, 12.5% per annum to 31 December 2022 and 14.5% per annum thereafter, accruing daily. This rate is considered appropriate in accordance with the arms length principle of the OECD guidelines.

 

From 10 September 2021 London and Regional Properties Limited hold a charge over the fixed and floating charges covering this company and all group company property and undertakings. These charges were satisfied on 9 June 2025.

PROJECT Q HOLDCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023
- 15 -
14
Events after the reporting date

On 7 October 2024, Project Q Interco Ltd was incorporated. The shareholding of Project Q Holdco Ltd was transferred from Project Q Topco Ltd to Project Q Interco Ltd on this date.

15
Related party transactions
2023
2022
Amounts due to related parties
£'000
£'000
Amounts owed to parent undertaking
37,249
31,355

All group loan agreements are repayable on 10 September 2026 in full with an interest rate of 10% per annum

to 31 December 2021, 12.5% per annum up to 31 December 2022 and 14.5% per annum thereafter, accruing

daily.

The following amounts were outstanding at the reporting end date:

2023
2022
Amounts due from related parties
£'000
£'000
Amounts owed from group undertaking
37,249
31,355

All group loan agreements are repayable on 10 September 2026 in full with an interest rate of 10% per annum

to 31 December 2021, 12.5% per annum up to 31 December 2022 and 14.5% per annum thereafter, accruing

daily.

16
Ultimate controlling party

The parent company of Project Q Holdco Ltd is Project Q Topco Ltd to which this subsidiary is consolidated.

 

There are no ultimate controlling parties.

 

Post year end per note 14, the immediate parent company of the entity changed to Project Q Interco Limited.

17
Prior period adjustment

The financial statements for the previous period have been restated to reflect the borrower and lender arrangements with respect to intercompany interest. As such, the agreement reflects that all intercompany interest due payable and repayable are to be added to principal loan amount both due and receivable over one year. The restatement does not impact the profit and loss or reserves of the company

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