Company registration number 13587179 (England and Wales)
OQ TRADING (UK) SERVICES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
OQ TRADING (UK) SERVICES LIMITED
COMPANY INFORMATION
Directors
D Ingham
W Al Jamali
Secretary
Vistra Cosec Ltd
Company number
13587179
Registered office
35 Dover Street Fifth Floor
London
W1S 4NQ
Auditor
Azets Audit Services
2nd Floor, Regis House
45 King William Street
London
England
EC4R 9AN
United Kingdom
OQ TRADING (UK) SERVICES LIMITED
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 - 22
OQ TRADING (UK) SERVICES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company is the provision of commodity and derivatives trading support services to its parent company, OQ Trading Limited, and to the subsidiaries of OQ Trading Limited.
Results and dividends
The results for the year are set out on page 6.
The directors do not recommend payment of a dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
D Ingham
W Al Jamali
Qualifying third party indemnity provisions
The company has made qualifying third party indemnity provisions for the benefit of all directors during the year and at the reporting date.
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.
Going concern
The Directors set out in note 1.4 the reasoning for the adoption of the going concern basis in preparing the annual report and financial statements for the company. Accordingly, the financial statements have been prepared on the going concern basis.
Political and charitable donations
The company made £nil political donations in the year end and a total of £15,000 in charitable donations in the year.
On behalf of the board
D Ingham
Director
25 July 2025
OQ TRADING (UK) SERVICES LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 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:
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; and
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.
OQ TRADING (UK) SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF OQ TRADING (UK) SERVICES LIMITED
- 3 -
Opinion
We have audited the financial statements of OQ Trading (UK) Services Limited (the 'company') for the year ended 31 December 2024 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 101 Reduced Disclosure Framework (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 2024 and of its profit 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.
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 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.
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:
the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
OQ TRADING (UK) SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF OQ TRADING (UK) SERVICES LIMITED
- 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:
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.
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.
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.
OQ TRADING (UK) SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF OQ TRADING (UK) SERVICES LIMITED
- 5 -
Extent to which 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 and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. 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.
This report is made solely to the company’s member 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 member, those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
Laura Pingree (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
25 July 2025
Chartered Accountants
Statutory Auditor
2nd Floor, Regis House
45 King William Street
London
United Kingdom
EC4R 9AN
OQ TRADING (UK) SERVICES LIMITED
PROFIT AND LOSS ACCOUNT AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
2024
2023
Notes
£
£
Turnover
2
6,461,239
7,219,186
Administrative expenses
(5,522,730)
(6,275,560)
Operating profit
3
938,509
943,626
Interest receivable and similar income
6
6,457
54,195
Interest payable and similar expenses
7
(102,197)
(47,890)
Profit before taxation
842,769
949,931
Tax on profit
8
(259,525)
(239,812)
Profit and total comprehensive income for the financial year
583,244
710,119
The profit and loss account has been prepared on the basis that all operations are continuing operations.
OQ TRADING (UK) SERVICES LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 7 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible fixed assets
10
311,079
416,569
Right-of-use assets
10
930,607
1,198,316
1,241,686
1,614,885
Current assets
Debtors
11
3,109,919
3,913,179
Cash at bank and in hand
727,048
191,416
3,836,967
4,104,595
Creditors: amounts falling due within one year
12
(2,275,289)
(3,233,680)
Current lease liabilities
13
(246,924)
(238,465)
Net current assets
1,314,754
632,450
Total assets less current liabilities
2,556,440
2,247,335
Non-current lease liabilities
13
(711,465)
(956,574)
Other non-current liabilities
(20,407)
Provisions for liabilities
Deferred tax liabilities
14
(10,574)
(19,197)
Net assets
1,834,401
1,251,157
Capital and reserves
Called up share capital
16
100,000
100,000
Retained earnings
1,734,401
1,151,157
Total equity
1,834,401
1,251,157
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 25 July 2025 and are signed on its behalf by:
D Ingham
Director
Company registration number 13587179
OQ TRADING (UK) SERVICES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
Called up share capital
Profit and loss account
Total
£
£
£
Balance at 1 January 2023
100,000
441,038
541,038
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
710,119
710,119
Balance at 31 December 2023
100,000
1,151,157
1,251,157
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
583,244
583,244
Balance at 31 December 2024
100,000
1,734,401
1,834,401
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
1
Accounting policies
1.1
Company information
OQ Trading (UK) Services Limited is a private company limited by shares incorporated in England and Wales. The registered office is 35 Dover Street Fifth Floor, London, W1S 4NQ. United Kingdom. The company's principal activities and nature of its operations are disclosed in the directors' report.
1.2
Accounting convention
The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.
In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of International Reporting Standards as adopted by the UK ('Adopted IFRSs") but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.
The Company's intermediate parent undertaken, OQ Trading Limited, includes the Company in its consolidated financial statements. The consolidated financial statements of OQ Trading Limited are prepared in accordance with International Financial Reporting Standards, are available to the public and may be obtained from Level 6 and Level 7, Precinct Building 6, Dubai International Financial Centre, P.O. Box 506515, Dubai, United Arab Emirates.
In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures:
cash flow statement and related notes;
certain disclosures regarding revenue;
certain disclosure regarding leases;
comparative period reconciliations for shares capital and tangible fixed assets
disclosures in respect of transactions with wholly owned subsidiaries;
disclosures in respect of capital management;
the effects of new but not yet effective IRFSs;
disclosures in respect of the compensation of key management personnel; and
disclosures of transactions with a management entity that provides key management personnel services to the Company.
As the consolidated financial statements of the ultimate parent undertaking include the equivalent disclosures, the Company has also taken the exemptions under FRS 101 available in respect of the following disclosures:
IFRS 2 Share-Based Payments in respect of group settled share-based payments; and
certain disclosures required by IFRS 13 Fair Value Measurement and the disclosures required by IFRS 7 Financial Instrument Disclosures.
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.
1.3
Measurement convention
The financial statements are prepared on the historical cost basis. 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 £1.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 10 -
1.4
Going concern
At the time of approving the financial statements, ttruehe directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The directors have made this assessment based on cash flow forecasts which cover the 12-month period following the date of approval of these financial statements. These forecasts show the Company will have sufficient cash to meet its obligations as they fall due. The directors have obtained assurances from the Company's shareholders that financial support for the Company would be provided should the need arise on the basis that the Company is deemed strategically important to the shareholders. A parental support letter had been provided stating provision of adequate financial resources to the Company for a period of not less than twelve months from the date of approval of the Company's statutory financial statement for the period ended 31 December 2024. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Turnover
Turnover relates to income from the parent company for the provision of commodity and derivatives trading support services. The income is charged on a cost plus basis. Turnover is recognised at the point of provision of the service to the parent company.
1.6
Tangible fixed assets
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.
Where parts of an item of tangible fixed assets have different useful lives, they are accounted for as separate items of tangible fixed assets.
Depreciation is charged to the profit and loss account on a straight-line basis over the estimated useful lives of each part of an item of tangible fixed assets. The estimated useful lives are as follows:
Building and leasehold improvements
5 years
Furniture and fixtures
5 years
Computer and office equipment
3 years
Depreciation methods, useful lives and residual values are reviewed at each balance sheet date.
1.7
Expenses
Interest receivable and Interest payable
Interest payable and similar expenses include interest payable, finance expense on shares classified as liabilities and finance expense on lease liabilities recognised in profit or loss using the effective interest method, unwinding of the discount on provisions, and net foreign exchange losses that are recognised in the profit and loss account (see foreign currency accounting policy). Borrowing costs that are directly attributable to the acquisition, construction or production of an asset that takes a substantial time to be prepared for use, are capitalised as part of the cost of that asset.
Other interest receivable and similar income includes interest receivable on funds invested, interest income on lease receivables and net foreign exchange gains.
Interest receivable and interest payable is recognised in profit or loss as it accrues, using the effective interest method. Dividend income is recognised in the profit and loss account on the date of the entity's right to receive payments is established. Foreign currency gains and losses are reported on a net basis.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -
1.8
Impairment of non-financial assets excluding deferred tax assets
The carrying amounts of the Company's non-financial assets, other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For goodwill, and intangible assets that have indefinite useful lives or that are not yet available for use, the recoverable amount is estimated each year at the same time.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or group of assets (the "cash-generating unit"). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units, or ("CGU"). Subject to an operating segment ceiling test; for the purposes of goodwill impairment testing, CGUs to which goodwill has been allocated are aggregated so that the level at which impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to benefit from the synergies of the combination.
An impairment loss is recognised if the carrying amount of an asset or it CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rata basis.
An impairment loss in respect of goodwill is not reversed.
In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
1.9
Financial instruments
(i) Recognition and initial measurement
Trade receivables and debt securities are initially recognised when they are originated. All other financial assets and financial liabilities are intially recognised when the Company becomes a party to the contractual provisions of the instrument.
A financial asset (unless it is a trade receivable without a significant financial component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
(ii) Classification and subsequent measurement
Financial assets
(a) Classification
On initial recognition, a financial asset is classified as measured at amortised cost.
Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.
A financial asset is measured at amortised costs if it meets both of the following conditions:
it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
its contractual terms give rise on a specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
All financial assets held by the Company are held at amortised cost.
(b) Subsequent measurement and gains and losses
Financial assets at amortised cost - These assets are subsequently measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.
1.10
Financial liabilities
Financial liabilities are classified as measured at amortised cost or FVTPL. All financial liabilities held by the Company are held at amortised cost.
(iii) Impairment
The Company recognises loss allowances for expected credit losses (ECLs) on financial assets measured at amortised cost and contract assets (as defined in IFRS 15).
The Company measures loss allowances at an amount equal to lifetime ECL.
Loss allowances for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.
Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.
Measurement of ECLs
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e., the difference between the cash flows due to the entity in accordance with the contract and the cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial asset.
Credit-impaired financial assets
At each reporting date, the Company assesses whether financial assets carried at amortised cost and debt securities at FVOCI are credit-impaired. A financial asset is 'credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.
Write-offs
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
1.11
Taxation
Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the profit and loss account except to the extent that it relates to items recognised directly in equity or other comprehensive income, in which case it is recognised directly in equity or other comprehensive income.
Current tax
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax
Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: the initial recognition of goodwill; the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination, and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner or realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised.
1.12
Provisions
A provision is recognised in the balance sheet when the Company has a present legal or constructive obligation as a result of a past event, that can be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability.
1.13
Employee benefits
Short-term benefits
Short-term benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.
Termination benefits
Termination benefits are recognised immediately as an expense when the Company is demonstrably committed, without realistic possibility of withdrawal, to a formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognised as an expense if the Company has made an offer of voluntary redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably. If benefits are payable more than 12 months after the reporting date, then they are discounted to their present value.
1.14
Leases
The Company assesses whether a contract is or contains a lease, at inception of the contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all the lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the rate implicit in the lease. If this rate cannot be readily determined, the lease uses its incremental borrowing rate.
Lease payments included in the measurement of the lease liability comprise:
Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
Variable lease payments that depend on an index or a rate, initially measured using the index or rate at the commencement date;
The amount expected to be payable by the lessee under residual value guarantees;
The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.
The Company remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:
The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the reviewed lease payments using a revised discount rate;
The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using an unchanged discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used); and
A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discounted rate at the effective date of the modification.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day, less any lease incentives received and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.
Whenever the Company incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under IAS 37. To the extent that the costs relate to a right-of-use asset, the costs are included in the related right-of-use asset, unless those costs are incurred to produce inventories.
Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.
The right-of-use assets are presented as a separate line in the consolidated statement of financial position.
The Company applies IAS36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in the 'Impairment of non-financial assets' policy.
Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and the right-of-use asset. The related payments are recognised as an expense in the period in which the event or condition that triggers those payments occurs.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.15
Foreign exchange
Transactions in foreign currencies are translated to the Company's functional currencies at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the functional currency at the foreign exchange rate ruling at that date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are retranslated to the functional currency at the foreign exchange rates ruling at the dates the fair value was determined. Foreign exchange differences arising on translation are recognised in the profit and loss account.
2
Turnover
2024
2023
£
£
Turnover analysed by class of business
Management recharge income
6,461,239
7,219,186
3
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
41,850
37,250
Depreciation of property, plant and equipment
383,524
211,874
(Profit)/loss on disposal of tangible fixed assets
-
12,525
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Directors
1
1
Other
7
5
Total
8
6
Their aggregate payroll costs of these persons were as follows:
2024
2023
£
£
Wages and salaries
3,504,926
3,945,690
Social security costs
503,982
556,426
4,008,908
4,502,116
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
5
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
408,073
371,379
Employer's national insurance contributions
77,689
50,086
The aggregate of remuneration of the highest paid Director was £408,073. Employer's national insurance contributions paid in respect of this director were £77,689.
6
Interest receivable and similar income
2024
2023
£
£
Finance income
6,457
6,727
Net foreign exchange gain
47,468
Total income
6,457
54,195
Finance income includes interest from deposits with financial institutions. No amounts were due from group undertakings.
7
Interest payable and similar expenses
2024
2023
£
£
Finance cost
521
1,848
Finance cost on leases
68,637
46,042
Net foreign exchange loss
33,039
102,197
47,890
Finance cost includes bank charges. No amounts were payable to group undertakings.
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
271,527
237,191
Deferred tax
Origination and reversal of temporary differences
(12,002)
2,466
Changes in tax rates
155
(12,002)
2,621
Total tax charge
259,525
239,812
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Taxation
(Continued)
- 17 -
In the Spring Budget 2021, the government announced that from 1 April 2023 the headline corporation tax rate will increase to 25%. The proposal to increase the rate to 25% has been substantively enacted at the company's balance sheet date, therefore its effects have been included in these financial statement's comparative figures.
The charge for the year can be reconciled to the profit per the profit and loss account as follows:
2024
2023
£
£
Profit before taxation
842,769
949,931
Expected tax charge based on a corporation tax rate of 25.00% (2023: 23.52%)
210,692
223,424
Effect of expenses not deductible in determining taxable profit
48,833
16,233
Effect of change in UK corporation tax rate
155
Taxation charge for the year
259,525
239,812
9
Pillar Two Global Minimum Tax
The Company is part of a multinational enterprise with consolidated annual revenue exceeding the €750 million threshold and is therefore within the scope of the OECD Pillar Two Global Anti-Base Erosion (GloBE) rules.
In the UK, legislation implementing the Pillar Two model rules has been substantively enacted as at 31 December 2024. These rules introduce a global minimum tax of 15% on profits earned in each jurisdiction in which the Group operates, effective for accounting periods beginning on or after 1 January 2024.
As of the reporting date, the Company has assessed its exposure to top-up taxes under these rules. Based on currently available information, the Company does not expect a material Pillar Two top-up tax liability, as the effective tax rates in the UK in which the Company operates are at or above the 15% minimum threshold.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
10
Tangible fixed assets
Leashold improvements
Furniture and fixtures
Computer and office equipment
Buildings
Total
£
£
£
£
£
Cost
At 1 January 2024
110,925
243,168
136,892
1,358,941
1,849,926
Additions
2,844
7,481
10,325
At 31 December 2024
113,769
243,168
144,373
1,358,941
1,860,251
Accumulated depreciation and impairment
At 1 January 2024
11,659
2,304
60,453
160,625
235,041
Charge for the year
22,259
48,552
45,004
267,709
383,524
At 31 December 2024
33,918
50,856
105,457
428,334
618,565
Carrying amount analysed between owned assets and right-of-use assets
At 31 December 2024
Owned assets
79,851
192,312
38,916
-
311,079
Right-of-use assets
-
-
-
930,607
930,607
79,851
192,312
38,916
930,607
1,241,686
At 31 December 2023
Owned assets
99,266
240,864
76,439
-
416,569
Right-of-use assets
-
-
-
1,198,316
1,198,316
99,266
240,864
76,439
1,198,316
1,614,885
The company leases office space. The average lease term for office space is 3.4 years (2023 - 4.4 years).
Tangible fixed assets includes right-of-use assets, as follows:
Buildings
£
Net carrying value at 1 January 2023
-
Additions
1,358,941
Depreciation charge
(160,625)
Net carrying value at 31 December 2023
1,198,316
Depreciation charge
(267,709)
Net carrying value at 31 December 2024
930,607
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
11
Debtors
2024
2023
£
£
Trade and other debtors
25,882
331,403
Taxation and social security
8,656
-
Amount owed by group undertaking
2,654,458
3,394,193
Prepayments
420,923
187,583
3,109,919
3,913,179
Amounts owed by group undertakings are interest free and repayable on demand.
12
Creditors
Due within one year
Due after one year
2024
2023
2024
2023
Notes
£
£
£
£
Amounts owed to group undertakings
204,024
165,492
Trade and other creditors
2,071,265
2,730,124
20,407
Taxation and social security
338,064
-
-
Lease liabilities
13
246,924
238,465
711,465
956,574
2,522,213
3,472,145
711,465
976,981
Amounts owed to group undertakings are interest free and repayable on demand.
13
Leases
2024
2023
£
£
Lease liabilities
Balance as at 1 January 2024
1,195,039
Additions
-
1,338,534
Accretion of interest
68,637
46,042
Payments
(305,287)
(189,537)
Balance as at 31 December 2024
958,389
1,195,039
Analysed as:
2024
2023
£
£
Current liabilities
246,924
238,465
Non-current liabilities
711,465
956,574
Totoal undiscounted liabilities
958,389
1,195,039
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Leases
(Continued)
- 20 -
2024
2023
£
£
Gross lease liabilty related to right-of-use assets
1,057,536
1,375,652
Future finance charges and other adjustments
(99,147)
(180,613)
Present value of lease liabilities
958,389
1,195,039
2024
2023
Amounts recognised in profit or loss include the following:
£
£
Depreciation expenses on right-of-use assets
267,709
160,625
Interest on lease liabilities
(68,637)
(46,042)
336,346
206,667
14
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.
Tangible fixed assets
£
Liability at 1 January 2023
16,575
Deferred tax movements in prior year
Charge/(credit) to profit or loss
2,622
Liability at 1 January 2024
19,197
Deferred tax movements in current year
Charge/(credit) to profit or loss
(9,381)
Other
758
Liability at 31 December 2024
10,574
15
Employee benefits
The employees of the Company have voluntarily opted out of the Company pension scheme. The amounts which would otherwise be payable under the scheme were paid in cash to employees together with their salaries.
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
16
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Authorised
Ordinary shares of £1 each of £1 each
100,000
100,000
100,000
100,000
Issued and fully paid
Ordinary shares of £1 each of £1 each
100,000
100,000
100,000
100,000
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company.
17
Commitments
In June 2023, the company entered into a lease commitment which has been recognised on the balance sheet. Refer to Note 13.
18
Related party transactions
Related party income is from the Company's immediate parent, OQ Trading Limited. The Company derives income from re-charging general and administrative costs to its immediate parent at a cost plus mark-up.
During the year the company entered into the following transactions with related parties:
Income from recharges of expenses:
Recharges of administrative expenses paid on behalf of the Company:
2024
2023
2024
2023
£
£
£
£
Parent company
6,461,239
7,219,186
562,702
755,837
Other related parties
-
-
41,662
51,928
6,461,239
7,219,186
604,364
807,765
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due to related parties
£
£
Other related parties
204,024
165,492
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due from related parties
£
£
Parent company
2,654,458
3,394,193
OQ TRADING (UK) SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
19
Ultimate parent company and parent of larger group
The Company is a subsidiary undertaking of OQ Trading Limited, a Company incorporated in the Dubai International Financial Centre (DIFC), United Arab Emirates, under DIFC Companies Law No. 3 of 2006. The ultimate controlling party is the Government of the Sultanate of Oman, held by Oman Investment Authority (OIA). OIA's investment is held through OQ SAOC.
The largest group in which the results of the Company are consolidated is that headed by OQ SAOC, whose registered address is PO Box 261, Postal Code 118, Sultanate of Oman. The smallest group in which they are consolidated is that headed by OQ Trading Limited, whose registered address is Level 6 & Level 7, Precinct Building 6, Dubai International Financial Centre, P.O. Box 506515, Dubai, United Arab Emirates. No other group financial statements include the results of the Company. The consolidated financial statements of these groups are available to the public and may be obtained from their registered addresses.
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