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REGISTERED NUMBER: 04133857 (England and Wales)















MSS CAPITAL LIMITED

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024






MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024










Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 4

Statement of Comprehensive Income 6

Balance Sheet 7

Statement of Changes in Equity 8

Cash Flow Statement 9

Notes to the Financial Statements 10


MSS CAPITAL LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 MARCH 2024







DIRECTORS: S O T Hookway
Ms I A M Twomey





SECRETARY: Ms I A M Twomey





REGISTERED OFFICE: c/o Cox Costello & Horne
Batchworth Lock House
99 Church Street
Rickmansworth
WD3 1JJ





REGISTERED NUMBER: 04133857 (England and Wales)





AUDITORS: Cox Costello & Horne
Chartered Accountants and Statutory Auditors
Batchworth Lock House
99 Church Street, Rickmansworth
WD3 1JJ

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024


The directors present their strategic report for the year ended 31 March 2024.

REVIEW OF BUSINESS
The Company continued to face challenging trading conditions due to the persistent after effects of the global credit crunch. However, by relying on its core strengths in governance and risk management, the Company has deepened its relationships with core customer groups and maintained existing business lines. MSS has also sought to develop new business opportunities, especially in the asset management arena, which it looks forward to turning into income generating businesses next year and beyond.

PRINCIPAL RISKS AND UNCERTAINTIES
The board believe the key current risks to the business are managing the new and enhanced regulations such as MiFID 2, in particular the transparency obligations and research uncoupling, and the challenges of GDPR which all businesses face, along with ensuring in any economic downturn the business can make the most of any opportunities as it has done in previous situations. Staff are kept abreast of all regulations and potential business opportunities through training and development and are committed to the strategic direction of the firm which is to service professional clients with consummate risk and reward appetites via financial services and products.

The board has given consideration to the impact of Covid 19 on the Company. As of the date of approving these accounts the Company has not needed to obtain any additional financial assistance or borrowing to support the business. Moreover, having prepared cash flow forecasts for the next twelve months the board are satisfied that the Company is not likely to be materially adversely impacted by Covid 19 to the extent that such matters are knowable and hence foreseeable.

The board is conservatively optimistic that the business has a robust risk framework and has diversified revenue streams to ensure its shareholders are well served by the business activities it undertakes. The board's Key Performance Indicators are to ensure the business is well capitalised as required by the FCA and to ensure that it has sufficient cash flow to meets its liabilities as they fall due. The business has a high staff retention ratio and aims to ensure the shareholders are kept informed regarding the business activities.

ON BEHALF OF THE BOARD:





S O T Hookway - Director


27 June 2025

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2024


The directors present their report with the financial statements of the company for the year ended 31 March 2024.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 April 2023 to the date of this report.

S O T Hookway
Ms I A M Twomey

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and 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 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Cox Costello & Horne, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





S O T Hookway - Director


27 June 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MSS CAPITAL LIMITED


Opinion
We have audited the financial statements of Mss Capital Limited (the 'company') for the year ended 31 March 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and 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 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:
-give a true and fair view of the state of the company's affairs as at 31 March 2024 and of its loss for the year 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.

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 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors 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 Report of the Directors.

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, 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 directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit; or
- the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MSS CAPITAL LIMITED


Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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.

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:

We designed procedures in line with our responsibilities outlined above, to detect material misstatements in respect of irregularities, including fraud.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our: general commercial and sector experience; through verbal and written communications with those charged with governance and other management; and via inspection of the company's regulatory and legal correspondence.

We discussed with those charged with governance and other management the policies and procedures regarding compliance with laws and regulations.

We communicated and identified laws and regulations to our team and remained alert to any indicators of non-compliance throughout the audit. We also have considered where and how fraud may occur within the company.

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.

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.




Michael Cox (Senior Statutory Auditor)
for and on behalf of Cox Costello & Horne
Chartered Accountants and Statutory Auditors
Batchworth Lock House
99 Church Street, Rickmansworth
WD3 1JJ

27 June 2025

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024

31.3.24 31.3.23
Notes £ £

TURNOVER 1,590,213 1,019,528

Administrative expenses 2,199,203 1,462,931
(608,990 ) (443,403 )

Other operating income 368,878 500
OPERATING LOSS 4 (240,112 ) (442,903 )

Interest receivable and similar income 12 -
(240,100 ) (442,903 )

Interest payable and similar expenses 5 282 -
LOSS BEFORE TAXATION (240,382 ) (442,903 )

Tax on loss 6 - -
LOSS FOR THE FINANCIAL YEAR (240,382 ) (442,903 )

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

(240,382

)

(442,903

)

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

BALANCE SHEET
31 MARCH 2024

31.3.24 31.3.23
Notes £ £
CURRENT ASSETS
Debtors 8 3,051,439 2,503,945
Cash at bank and in hand 7,584 121,574
3,059,023 2,625,519
CREDITORS
Amounts falling due within one year 9 1,792,636 1,118,750
NET CURRENT ASSETS 1,266,387 1,506,769
TOTAL ASSETS LESS CURRENT LIABILITIES 1,266,387 1,506,769

CAPITAL AND RESERVES
Called up share capital 10 2,165,500 2,165,500
Share premium 11 33,333 33,333
Retained earnings 11 (932,446 ) (692,064 )
SHAREHOLDERS' FUNDS 1,266,387 1,506,769

The financial statements were approved by the Board of Directors and authorised for issue on 27 June 2025 and were signed on its behalf by:





S O T Hookway - Director


MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024

Called up
share Retained Share Total
capital earnings premium equity
£ £ £ £
Balance at 1 April 2022 2,165,500 (249,161 ) 33,333 1,949,672

Changes in equity
Total comprehensive income - (442,903 ) - (442,903 )
Balance at 31 March 2023 2,165,500 (692,064 ) 33,333 1,506,769

Changes in equity
Total comprehensive income - (240,382 ) - (240,382 )
Balance at 31 March 2024 2,165,500 (932,446 ) 33,333 1,266,387

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024

31.3.24 31.3.23
Notes £ £
Cash flows from operating activities
Cash generated from operations 13 (58,921 ) 253,683
Interest paid (282 ) -
Tax paid 3,027 -
Net cash from operating activities (56,176 ) 253,683

Cash flows from investing activities
Interest received 12 -
Net cash from investing activities 12 -

Cash flows from financing activities
Group undertakings new loans (17,242 ) -
Amount introduced by directors - 40,584
Amount withdrawn by directors (40,584 ) (216,633 )
Net cash from financing activities (57,826 ) (176,049 )

(Decrease)/increase in cash and cash equivalents (113,990 ) 77,634
Cash and cash equivalents at beginning of
year

14

121,574

43,940

Cash and cash equivalents at end of year 14 7,584 121,574

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024


1. STATUTORY INFORMATION

Mss Capital Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. EMPLOYEES AND DIRECTORS
31.3.24 31.3.23
£ £
Wages and salaries 150,127 435,411
Social security costs 22,938 50,146
Other pension costs 575 2,155
173,640 487,712

The average number of employees during the year was as follows:
31.3.24 31.3.23

Average number of employees 5 5

31.3.24 31.3.23
£ £
Directors' remuneration 39,877 183,750

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


4. OPERATING LOSS

The operating loss is stated after charging/(crediting):

31.3.24 31.3.23
£ £
Auditors' remuneration 15,776 10,255
Foreign exchange differences (106 ) -

5. INTEREST PAYABLE AND SIMILAR EXPENSES
31.3.24 31.3.23
£ £
Bank interest 282 -

6. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 March 2024 nor for the year ended 31 March 2023.

7. TANGIBLE FIXED ASSETS
Fixtures
and Computer
fittings equipment Totals
£ £ £
COST
At 1 April 2023 28,838 73,727 102,565
Disposals (28,838 ) (73,727 ) (102,565 )
At 31 March 2024 - - -
DEPRECIATION
At 1 April 2023 28,838 73,727 102,565
Eliminated on disposal (28,838 ) (73,727 ) (102,565 )
At 31 March 2024 - - -
NET BOOK VALUE
At 31 March 2024 - - -
At 31 March 2023 - - -

8. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.3.24 31.3.23
£ £
Trade debtors 1,519,746 -
Bad debt provision (1,361,729 ) -
Amounts owed by group undertakings 2,219,948 2,202,706
Other debtors 249,599 249,599
MSS Fund 368,084 -
Tax - 2,944
VAT 5,074 35,932
Prepayments 50,717 12,764
3,051,439 2,503,945

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.3.24 31.3.23
£ £
Trade creditors 325,794 130,163
Tax 83 -
Social security and other taxes - 22,000
Other creditors 1,456,434 904,082
Directors' current accounts - 40,584
Accruals and deferred income 10,325 21,921
1,792,636 1,118,750

10. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.3.24 31.3.23
value: £ £
2,065,500 Ordinary 1 2,065,500 2,065,500
100,000 Ordinary 1 100,000 100,000
2,165,500 2,165,500

11. RESERVES
Retained Share
earnings premium Totals
£ £ £

At 1 April 2023 (692,064 ) 33,333 (658,731 )
Deficit for the year (240,382 ) (240,382 )
At 31 March 2024 (932,446 ) 33,333 (899,113 )

12. RELATED PARTY DISCLOSURES

SOT Hookway, a director of the company, is also a director and shareholder in the holding company Fountain Holdings Limited.

Fountain Holdings Limited is a director and shareholder in Westbury Capital Partners Ltd.

At the balance sheet date the following balances were due from the following related parties:

Fountain Holdings Limited £1,628,333 (2023: £1,611.090)
Westbury Capital Partners Ltd £591,616 (2023: £591,616)

Included within other creditors as at 31 March 2024 is a loan for £27,400 to JMP F Limited and £401,839 to MSS Real Assets Ltd. No interest is charged on the loans and is repayable on demand.

Within other creditors is a loan to JM Property 4 Limited of £13,400, no interest is charged on the loan and it is repayable on demand.

MSS CAPITAL LIMITED (REGISTERED NUMBER: 04133857)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


13. RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.3.24 31.3.23
£ £
Loss before taxation (240,382 ) (442,903 )
Finance costs 282 -
Finance income (12 ) -
(240,112 ) (442,903 )
Increase in trade and other debtors (533,196 ) (137,615 )
Increase in trade and other creditors 714,387 834,201
Cash generated from operations (58,921 ) 253,683

14. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 March 2024
31.3.24 1.4.23
£ £
Cash and cash equivalents 7,584 121,574
Year ended 31 March 2023
31.3.23 1.4.22
£ £
Cash and cash equivalents 121,574 43,940


15. ANALYSIS OF CHANGES IN NET FUNDS

At 1.4.23 Cash flow At 31.3.24
£ £ £
Net cash
Cash at bank and in hand 121,574 (113,990 ) 7,584
121,574 (113,990 ) 7,584
Total 121,574 (113,990 ) 7,584