| REGISTERED NUMBER: |
| STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| FOR |
| NICHE CAPITAL LIMITED |
| REGISTERED NUMBER: |
| STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| FOR |
| NICHE CAPITAL LIMITED |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 3 |
| Report of the Independent Auditors | 4 |
| Income Statement | 6 |
| Other Comprehensive Income | 7 |
| Balance Sheet | 8 |
| Statement of Changes in Equity | 9 |
| Cash Flow Statement | 10 |
| Notes to the Cash Flow Statement | 11 |
| Notes to the Financial Statements | 12 |
| NICHE CAPITAL LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| Statutory Auditor |
| 5-9 Eden Street |
| Kingston-upon-Thames |
| Surrey |
| KT1 1BQ |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| The directors present their strategic report for the year ended 31 October 2024. |
| REVIEW OF BUSINESS |
| The principal activity of the company was that of providing specialist lending services to business owners. |
| During the financial year, the company grew its loan book from £2,453,178 to £3,610,245 an increase of 47%. This would have yielded substantial revenues, were it not for a significant bad debt overseas, causing a loss of both capital and income. In the result, the company sustained an operating loss of £94,525 (2023: £35,222). This was amplified by a write-down of £194,005 on its Aberdeen investment, so that overall, shareholders' funds by the end of the year were down by £288,205 (12.4%), although this will be mitigated by tax reliefs falling due in FY25. |
| Despite the above, the company's core trading remains profitable, and it is anticipated that FY25 results will restore the balance sheet to where it stood at end FY23. |
| In the light of these setbacks, the company has abandoned its previous move into cash flow lending, and will instead focus on the more conventional but safer practice of property-backed lending. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The main risks and uncertainties facing the business are: |
| Competition - the market for bridge and development loans has seen an influx of new lenders, making it harder to win deals. |
| Development risk - good sites are hard to come by, and the planning system is beset by delays. |
| Economic risk - continuing uncertainty in the UK economy has depressed demand and heightened the risk of business failure. As against that, the market for specialist commercial lending continues to expand. |
| Fraud - dishonest operators are using increasingly sophisticated methods to avoid detection. |
| The company seeks to address these risks by a variety of measures, such as building long-term relationships with trusted brokers and clients, vetting all new projects with care, conducting detailed due diligence, and following up all defaults. This includes, in the case of the overseas client (see above), liaising with local police and pursuing bankruptcy proceedings abroad. |
| The directors are confident that against such a background, the company will soon return to full profitability. |
| KEY PERFORMANCE INDICATORS |
| The company made a loss of £288,205 compared to £28,530 in the previous year. |
| The total loan book at the year end, including accrued interest, was £3,610,245 (2023: £2,453,178). Investor funds stood at £1,139,124 (2023: £931,119). |
| ON BEHALF OF THE BOARD: |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 October 2024. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 October 2024. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 November 2023 to the date of this report. |
| 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). 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; |
| - | state whether applicable 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 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, Collards, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| NICHE CAPITAL LIMITED |
| Opinion |
| We have audited the financial statements of Niche Capital Limited (the 'company') for the year ended 31 October 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 October 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| NICHE 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 gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and, considered the risk of acts by Management which were contrary to applicable laws and regulations, including fraud. We made enquiries of the Directors to obtain further understanding of risks of non-compliance. |
| We focused on laws and regulations that could give rise to a material misstatement in the financial statements. Our tests included, but were not limited to: |
| - agreement of the financial statement disclosures to underlying supporting documentation; |
| - enquiries of management regarding known or suspected instances of non-compliance with laws and regulations; |
| - review of minutes of the Board meetings throughout the year; and |
| - obtaining an understanding of the control environment in place to prevent and detect irregularities. |
| Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that 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, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it. |
| 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. |
| for and on behalf of |
| Chartered Accountants |
| Statutory Auditor |
| 5-9 Eden Street |
| Kingston-upon-Thames |
| Surrey |
| KT1 1BQ |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| INCOME STATEMENT |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| TURNOVER |
| Cost of sales |
| GROSS (LOSS)/PROFIT | ( |
) |
| Administrative expenses |
| OPERATING LOSS | 4 | ( |
) | ( |
) |
| Interest receivable and similar income |
| (94,200 | ) | (35,222 | ) |
| Amounts written off investments | 5 | (165,995 | ) | - |
| Gain/loss on revaluation of investments | 360,000 | - |
| 194,005 | - |
| LOSS BEFORE TAXATION | ( |
) | ( |
) |
| Tax on loss | 6 | ( |
) |
| LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| OTHER COMPREHENSIVE INCOME |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| LOSS FOR THE YEAR | ( |
) | ( |
) |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
( |
) |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| BALANCE SHEET |
| 31 OCTOBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| CURRENT ASSETS |
| Debtors | 7 |
| Investments | 8 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 9 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 10 |
| Retained earnings | 11 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 November 2022 |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 October 2023 |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 October 2024 |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) | ( |
) |
| Tax paid | ( |
) |
| Net cash from operating activities | ( |
) | ( |
) |
| Cash flows from investing activities |
| Interest received |
| Net cash from investing activities |
| Cash flows from financing activities |
| New loans from investors in year |
| Repayment of related company loan | (215,000 | ) | (106,000 | ) |
| Net cash from financing activities | ( |
) |
| Decrease in cash and cash equivalents | ( |
) | ( |
) |
| Cash and cash equivalents at beginning of year | 2 | 1,575,761 |
| Cash and cash equivalents at end of year | 2 | 366,012 | 1,442,918 |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| NOTES TO THE CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| 1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 2024 | 2023 |
| £ | £ |
| Loss before taxation | ( |
) | ( |
) |
| Loss on revaluation of fixed assets | 360,000 | - |
| Finance income | (325 | ) | - |
| 71,470 | (35,222 | ) |
| Increase in trade and other debtors | ( |
) | ( |
) |
| Increase in trade and other creditors |
| Cash generated from operations | ( |
) | ( |
) |
| 2. | 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 October 2024 |
| 31.10.24 | 1.11.23 |
| £ | £ |
| Cash and cash equivalents | 366,012 | 1,442,918 |
| Year ended 31 October 2023 |
| 31.10.23 | 1.11.22 |
| £ | £ |
| Cash and cash equivalents | 1,442,918 | 1,575,761 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1.11.23 | Cash flow | At 31.10.24 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 1,442,918 | (1,076,906 | ) | 366,012 |
| 1,442,918 | ( |
) | 366,012 |
| Liquid resources |
| Current asset investments | 860,000 | (360,000 | ) | 500,000 |
| 860,000 | (360,000 | ) | 500,000 |
| Total | 2,302,918 | (1,436,906 | ) | 866,012 |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| 1. | STATUTORY INFORMATION |
| Niche Capital Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Turnover |
| Turnover represents net income from fees and interest charged on loans provided to third parties during the period. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| 3. | EMPLOYEES AND DIRECTORS |
| 2024 | 2023 |
| £ | £ |
| Wages and salaries |
| The average number of employees during the year was as follows: |
| 2024 | 2023 |
| Directors |
| 2024 | 2023 |
| £ | £ |
| Directors' remuneration |
| 4. | OPERATING LOSS |
| The operating loss is stated after charging: |
| 2024 | 2023 |
| £ | £ |
| Other operating leases |
| Auditors' remuneration |
| Foreign exchange differences |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| 5. | AMOUNTS WRITTEN OFF INVESTMENTS |
| 2024 | 2023 |
| £ | £ |
| Amounts w/o invs | (165,995 | ) | - |
| 6. | TAXATION |
| Analysis of the tax credit |
| The tax credit on the loss for the year was as follows: |
| 2024 | 2023 |
| £ | £ |
| Current tax: |
| UK corporation tax | ( |
) |
| Tax on loss | ( |
) |
| 7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Other debtors |
| Tax |
| 8. | CURRENT ASSET INVESTMENTS |
| 2024 | 2023 |
| £ | £ |
| Unlisted investments | 500,000 | 860,000 |
| 9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Trade creditors |
| Social security and other taxes |
| Inter company loan |
| Investor Loan notes | 1,139,124 | 931,119 |
| Accrued expenses |
| 10. | CALLED UP SHARE CAPITAL |
| Allotted and issued: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary share capital | £1.00 | 300,000 | 300,000 |
| 11. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 November 2023 |
| Deficit for the year | ( |
) |
| At 31 October 2024 |
| NICHE CAPITAL LIMITED (REGISTERED NUMBER: 07309768) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| 12. | RELATED PARTY DISCLOSURES |
| Included in creditors is an amount of £1,481,683 (2022 - £1,587,683) owed to Equityshare Ltd, a company 100% owned by Mr P Duckworth. The loan is interest free and payable on demand. |
| Included in investor loan notes under creditors is a loan capital investment during the year of £95,000 from the P Duckworth SIPP, a pension fund in which Mr Duckworth has a beneficiary interest. |
| 13. | ULTIMATE CONTROLLING PARTY |
| The company is controlled by Peter Duckworth by virtue of his 100% holding of the issued share capital of the company. |