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Registered number:
FOR THE YEAR ENDED 31 MARCH 2025
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OIL BROKERAGE SERVICES LIMITED
CONTENTS
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OIL BROKERAGE SERVICES LIMITED
COMPANY INFORMATION
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OIL BROKERAGE SERVICES LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
The directors present their strategic report on the company for the year ended 31 March 2025.
Oil Brokerage Services Limited ('the company') was incorporated on 29 September 2021 to act as a servicing company for Oil Brokerage Limited, a fellow subsidiary of the OTC Global Holdings LP group ('the group'). Oil Brokerage Limited is an introducing broker that specialises in broking oil derivative products and physical oil.
With effect from 1 December 2021 the majority of staff previously employed by Oil Brokerage Limited were transferred to the company which now bears all payroll costs as well as associated travel and entertainment expenses. Turnover represents an intercompany service fee charged to Oil Brokerage Limited for the services provided. In the year ended 31 March 2025 the company generated an operating profit of £1,261,965 (year ended 31 March 2024: £1,797,780). Included in the balance sheet as intangible assets are capitalised broker sign on bonuses, which are released to the profit and loss account over the length of the fixed term employment contract. Amounts owed by group undertakings, being the most significant current asset, amounted to £28,498,854 at 31 March 2025 (year ended 31 March 2024: £29,860,137) and effectively relates to an intergroup trade debtor balance for the provision of services. Creditors principally relate to payroll taxes and commissions payable to brokers.
The primary risk faced by the company is the performance of Oil Brokerage Limited and its ability to fund the management charge.
Statement by the directors on performance of their statutory duties in accordance with S172 (1) Companies Act 2006
Section 172 (1)(a) to (f) requires the directors to act in the way they consider would be most likely to promote the success of the company for the benefit of its members, as a whole, with regard to the following matters: a) The likely consequences of any decision in the long-term The long term consequences of any decision taken by the director and senior management team at the company that Oil Brokerage Services Limited provides services to: Oil Brokerage Limited ("OBL") are paramount in the decision making process to ensure the continued success of the company. This is demonstrated by the factors detailed below that were considered before the main management decision for the year; providing a better working environment for office based staff by committing to new office premises. b) The interests of the company's employees OBL is a company where its employees are at the heart of everything it does, they are our greatest asset. All business decisions are taken with the interests of our employees at the forefront and employees are informally consulted on a whole range of issues from recruiting new employees to moving to new premises. c) The need to foster the company's business relationships with suppliers, customers and others OBL’s reputation is central to everything it does. The need to foster good working relationships with our clients though their traders and our suppliers who provide our trading platforms are central to everything that is done at the company.
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OIL BROKERAGE SERVICES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
d) The impact of the company's operations on the community and environment
OBL is very mindful of its responsibility to the community and the environment. This was demonstrated by the charitable donations made by the company throughout the period, ranging from grass roots sports clubs to national suicide prevention charities. e) The desirability of the company maintaining a reputation for high standards of business conduct OBL is regulated by numerous regulatory bodies, the FCA, NFA, CFTC, ICE etc. maintaining a reputation for high standards with these governing bodies and generally in the market place is an essential part of OBL’s continuing success. This is achieved through the use of expertise from both within the company itself and from the wider group of which OBL is a part, additionally outside expertise is brought in where necessary. f) The need to act fairly between members of the company As detailed above all members of the company are considered in any decision making process at Oil Brokerage. Key members considered include, employees, clients, shareholders, and suppliers. This consideration of multiple stakeholders is demonstrated by the considerations given to the forthcoming search for new premises.
This report was approved by the sole director:
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OIL BROKERAGE SERVICES LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 MARCH 2025
The directors present their report and the financial statements for the year ended 31 March 2025.
The loss for the year, after taxation, amounted to £739,061 (2024 - loss £502,220).
No dividend was proposed or paid in the year.
The directors who served during the year were:
As permitted by s414c(11) of the Companies Act 2006, the directors have elected to disclose information, required to be in the directors' report by Schedule 7 of the 'Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008', in the strategic report.
Streamlined energy and carbon reporting (SECR)
The company has taken advantage of the exemption permitted by S20A(2) of Part 7A of the “Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018” from the requirement to prepare an energy and carbon report as the required information is included in the consolidated financial statements of OTC Europe Holdings Limited as at 31 March 2025.
This report was approved and signed by the sole director:
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OIL BROKERAGE SERVICES LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
The director is responsible for preparing the strategic report, the director's report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is required to:
∙select suitable accounting policies for the company's financial statements 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;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The director is 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 to enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
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OIL BROKERAGE SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF OIL BROKERAGE SERVICES LIMITED
FOR THE YEAR ENDED 31 MARCH 2025
We have audited the financial statements of Oil Brokerage Services Limited (the 'company') for the year ended 31 March 2025, which comprise the profit and loss account, the balance sheet, the statement of changes in equity and the notes, 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).
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 United Kingdom, including the Financial Reporting Council'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.
In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report.
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OIL BROKERAGE SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF OIL BROKERAGE SERVICES LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the strategic report and the director's report have 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 strategic report or the director's report.
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OIL BROKERAGE SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF OIL BROKERAGE SERVICES LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
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:
∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the oil brokerage sector;
∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, and anti-bribery;
∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management; and
∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
∙performed analytical procedures to identify any unusual or unexpected relationships;
∙tested a sample of journal entries to identify unusual transactions;
∙assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
∙investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation; and
∙enquiring of management as to actual and potential litigation and claims.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance.
Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
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OIL BROKERAGE SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF OIL BROKERAGE SERVICES LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities 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.
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
Chartered Accountants
Statutory Auditor
16 Great Queen Street
Covent Garden
WC2B 5AH
Date:
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OIL BROKERAGE SERVICES LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2025
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OIL BROKERAGE SERVICES LIMITED
BALANCE SHEET
AS AT 31 MARCH 2025
The financial statements were approved and authorised for issue by the sole director:
The notes on pages 13 to 22 form part of these financial statements.
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OIL BROKERAGE SERVICES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
Oil Brokerage Services Limited is a private company limited by shares and is incorporated in England and Wales. The address of its registered office is 5th Floor, 10 Finsbury Square, London, England, EC2A 1AF. The company's principal place of business is 3rd Floor, 10 Fleet Place, London, EC4.
The company's principal activity is providing support services to Oil Brokerage Limited, a fellow group undertaking, under a cost plus agreement. The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies.
The company was, at the end of the year, a wholly-owned subsidiary of OTC Europe Holdings Limited, a company incorporated in the United Kingdom, whose registered office is 5th Floor, 10 Finsbury Square, London, England, EC2A 1AF, England.
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102: • Section 3 Financial Statement Presentation paragraph 3.17(d) (inclusion of statement of cash flows); • Section 7 Statement of Cash Flows (inclusion of statement of cash flows); • Section 11 Financial Instruments paragraphs 11.41(b), 11.41(c), 11.41(e), 11.41(f), 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c) (disclosures relating to financial instruments); • Section 33 Related Party Disclosures paragraph 33.7 (disclosures of key management personnel compensation) The company is included in the consolidated financial statements of OTC Europe Holdings Limited for the year ended 31 March 2025 and these financial statements may be obtained from Companies House.
The following principal accounting policies have been applied:
The company is reliant on the support of a group undertaking who is also its sole customer. It has received a letter to confirm their continued support for at least the next twelve months.
After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the company becomes 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.
The company’s policies for its major classes of financial assets and financial liabilities are set out below.
Financial assets
Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
Financial liabilities
Basic financial liabilities, including trade and other creditors and loans from fellow group companies, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
Intangible assets relate to payments made to brokers in respect of fixed term employment contracts generally not exceeding 5 years and are amortised over the remaining life with no residual value.
The directors reviews intangible assets for impairment when circumstances indicate the carrying amount may be impaired. Amortisation is charged to administrative expenses.
Ordinary shares are classified as equity.
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income. Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosure" from disclosing transactions with entities which are a wholly owned part of the group.
On 2 November 2022 OTC Global Holdings LP ("OTC Global"), the company's ultimate parent undertaking entered into an asset based facilities agreement for a total facility of $55,000,000. This contains fixed and floating charges covering OTC Global's subsidiaries including Oil Brokerage Services Limited.
The outstanding balance at 31 March 2025 was $42,570,325 (2023: $46,229,700). The balance was fully settled on 1 April 2025 and the charge satisfied.
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OIL BROKERAGE SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
The parent undertaking of the smallest group of undertakings for which group financial statements are drawn up and of which the company is a member is OTC Europe Holdings Limited, whose registered office address is 10 Finsbury Square 5th Floor, London, England, EC2A 1AF. Group financial statements are prepared and are available to the public from Companies House, Crown Way, Cardiff, CF14 3UZ.
The parent undertaking of the largest group of undertakings of which the company is a member is OTC Global Holdings LP, whose registered office address is 5151 San Felipe, Suite 2200, Houston, Texas 77056, United States of America. Group financial statements are prepared but are not available to the public. See note 15, OTC Global Holdings LP was acquired by BGC Group, Inc. on 1 April 2025. In the opinion of the director there is no ultimate controlling party.
On 1 April 2025 BGC Group, Inc. acquired OTC Global Holdings LP. BGC Group, Inc. is listed on the Nasdaq. Prior to the acquisition, OTC Global Holdings, LP was the parent undertaking of the largest group of undertakings of which the company was a member.
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