Company No:
Contents
| DIRECTORS | Alastair Graham Hunter |
| Mark James Robertson |
| REGISTERED OFFICE | 4 Carlton Gardens |
| London | |
| SW1Y 5AA | |
| United Kingdom |
| COMPANY NUMBER | 09697811 (England and Wales) |
| AUDITOR | Dixon Wilson Audit Services LLP |
| Statutory Auditor | |
| 22 Chancery Lane | |
| London | |
| WC2A 1LS |
The directors present their annual report on the affairs of the company, together with the financial statements and auditors’ report, for the financial year ended 31 December 2024.
PRINCIPAL ACTIVITIES
DIRECTORS
The directors, who served during the financial year and to the date of this report except as noted, were as follows:
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DIRECTORS' INDEMNITIES
SMALL COMPANIES EXEMPTION
This Directors' Report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption provided by section 415A of the Companies Act 2006.
AUDITOR
Each of the persons who is a director at the date of approval of this report confirms that:
* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and
* The director has taken all the steps that they ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Approved by the Board of Directors and signed on its behalf by:
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Alastair Graham Hunter
Director |
Mark James Robertson
Director |
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), including FRS 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 financial 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. The directors 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.
Report on the audit of the financial statements
We have audited the financial statements of Hottinger Capital Partners Limited (the ‘company’) for the year ended 31 December 2024 which comprise the statement of income and retained earnings, balance sheet, 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 December 2024 and of its loss for the year then ended;
•have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice;
•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 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. 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Report on other legal and regulatory requirements
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 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.
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’ exemptions in preparing the directors’ report and from the requirement to prepare a strategic report.
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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We gained an understanding of the legal and regulatory framework applicable to the company by considering, amongst other things, the industry and sector in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the assessed level of risk, but recognised 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 or intentional misrepresentations, or through collusion.
We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, UK Company Law and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by management that represented a risk of material misstatement due to fraud.
There are inherent limitations in the audit procedures described above 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 would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud.
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 auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
For and on behalf of
Statutory Auditor
London
WC2A 1LS
| Note | 2024 | 2023 | ||
| £ | £ | |||
| Turnover | 2 |
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| Administrative expenses | (
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| Operating loss | (
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| Other non-operating income |
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| Loss before taxation | 3 | (
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| Tax on loss | 7 | (
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| (Loss)/profit for the financial year | (
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| Retained deficit at the beginning of financial year | (
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| (Loss)/profit for the financial year | (
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| Retained deficit at the end of financial year | (
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There were no items of other comprehensive income or losses for the current or prior year other than those included in the Statement of Income and Retained Earnings, accordingly no Statement of Comprehensive Income is presented.
| Note | 2024 | 2023 | ||
| £ | £ | |||
| Fixed assets | ||||
| Investments | 9 |
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| 132,616 | 70,801 | |||
| Current assets | ||||
| Debtors | 10 |
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| Cash at bank and in hand |
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| 199,765 | 294,869 | |||
| Creditors: amounts falling due within one year | 11 | (
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| Net current liabilities | (592,317) | (511,625) | ||
| Total assets less current liabilities | (459,701) | (440,824) | ||
| Provision for liabilities | (
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| Net liabilities | (488,809) | (440,824) | ||
| Capital and reserves | ||||
| Called-up share capital |
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| Profit and loss account | (
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| Total shareholder's deficit | (488,809) | (440,824) |
The financial statements of Hottinger Capital Partners Limited (registered number:
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Alastair Graham Hunter
Director |
Mark James Robertson
Director |
The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.
Hottinger Capital Partners Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the company's registered office is 4 Carlton Gardens, London, SW1Y 5AA, United Kingdom.
The principal activities are set out in the Directors’ Report.
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.
The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.
Hottinger Capital Partners Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it. Exemptions have been taken in relation to financial instruments, share based payment awards, presentation of a Cash Flow Statement and remuneration of key management personnel.
The directors expect the group will if necessary provide continued financial support to ensure that the Company can meet its liabilities as they fall due, for a period of at least twelve months from the date of approval of these financial statements. Accordingly, the directors feel it appropriate to continue to adopt the going concern basis of accounting.
Exchange differences are recognised in the Profit and Loss Account in the period in which they arise.
Deferred tax is recognised in respect of timing differences that have originated but not reversed at the Balance Sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the Balance Sheet date. Deferred tax assets for unrelieved tax losses are recognised only to the extent that it can be regarded as more likely than not that there will be suitable taxable profits within the group from which the future reversal of the underlying timing differences can be deducted.
Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Investments
Investments in non-puttable ordinary shares are measured at fair value with changes in fair value recognised through the Statement of Income and Retained Earnings.
Fair value measurement
Fair value of the company's unquoted investment is informed by an independent valuation obtained by the investee for loan security purposes.
Turnover represents the fair value of services provided to customers during the financial year excluding value added tax.
The company has not supplied geographic markets that differ significantly from each other.
An analysis of the company's turnover is as follows:
| 2024 | 2023 | ||
| £ | £ | ||
| Rendering of services |
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Loss before taxation is stated after charging/(crediting):
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| £ | £ | ||
| Foreign exchange losses |
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| Gain on fair value movement of investments (note 9) | (
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An analysis of the auditor's remuneration is as follows:
| 2024 | 2023 | ||
| £ | £ | ||
| Fees payable to the company’s auditor and its associates for the audit of the company's annual financial statements: | 7,300 | 7,000 | |
| Total audit fees |
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| Taxation compliance services |
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| Other services |
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| Total non-audit fees |
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| 2024 | 2023 | ||
| Number | Number | ||
| The average monthly number of employees (including directors) was: |
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Their aggregate remuneration comprised:
| 2024 | 2023 | ||
| £ | £ | ||
| Wages and salaries |
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| Social security costs |
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| 76,441 | 69,325 |
Staff provide services across the group. Staff numbers above include group staff who have provided services in full or in part to the company in the year, and staff costs are the share of group staff costs charged to the company.
| 2024 | 2023 | ||
| £ | £ | ||
| Directors' emoluments |
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| 2024 | 2023 | ||
| £ | £ | ||
| Current tax on loss | |||
| UK corporation tax |
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| Amounts receivable for surrender of losses to group companies |
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| Total current tax |
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| Deferred tax | |||
| Origination and reversal of timing differences |
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| Change in deferred tax not recognised | 17,700 | 0 | |
| Total deferred tax |
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| Total tax on loss |
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The tax assessed for the year is higher than (2023: lower than) the standard rate of corporation tax in the UK:
| 2024 | 2023 | ||
| £ | £ | ||
| Loss before taxation | (17,754) | (5,754) | |
| Tax on loss at standard UK corporation tax rate of 25% (2023: 23.52%) | (
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| Effects of: | |||
| Expenses not deductible for tax purposes |
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| Change in unrecognised deferred tax assets |
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| Changes in tax rates | 0 | (66) | |
| Total tax charge/(credit) for year | 30,231 | (8,137) |
Equity-settled share-based payment schemes
| 2024 | 2023 | ||
| £ | £ | ||
| Other investments and loans |
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| Other investments | Total | ||
| £ | £ | ||
| Cost or valuation before impairment | |||
| At 01 January 2024 |
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| Movement in fair value |
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| At 31 December 2024 |
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| Carrying value at 31 December 2024 |
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| Carrying value at 31 December 2023 |
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| 2024 | 2023 | ||
| £ | £ | ||
| Trade debtors |
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| Amounts owed by group undertakings (note 12) |
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| Accrued income |
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| Deferred tax asset |
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| 2024 | 2023 | ||
| £ | £ | ||
| Amounts owed to group undertakings (note 12) |
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| VAT |
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| Accruals |
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Amounts owed to group undertakings are repayable on demand and do not bear interest.
The company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the company is a wholly owned member.
At 31 December amounts receivable from a fellow subsidiary that is not wholly owned were £21,710 (2023 - £64,407). During the year expenses of £96,777 were recharged to the company by the fellow subsidiary.
Parent Company:
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| 4 Carlton Gardens, London, SW1Y 5AA |
The ultimate controlling party during the period was as disclosed above. Following the end of the period, Edmond de Rothschild (Suisse) SA agreed to increase its shareholding in Hottinger Group Limited from 42.5% to 70%. The transaction was conditional on regulatory approval, which was granted by the FCA in April 2025.
The only company preparing group accounts including the results of Hottinger Capital Partners Limited for the period is Hottinger Group Limited.