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Registered number: 06059026 LAIDLAW & COMPANY INTERNATIONAL LIMITED AUDITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
LAIDLAW & COMPANY INTERNATIONAL LIMITED COMPANY INFORMATION
Directors | Mr H Regan
| Mr P Silverman
Registered number | 06059026
Registered office | Albany House
| Claremont Lane
| Esher
| Surrey
| KT10 9FQ
Independent auditors | Wellden Turnbull Limited
| Chartered Accountants & Statutory Auditors
| Albany House
| Claremont Lane
| Esher
| Surrey
| KT10 9FQ
LAIDLAW & COMPANY INTERNATIONAL LIMITED CONTENTS
| Page
Strategic Report | 1 - 2
Directors' Report | 3 - 4
Independent Auditors' Report | 5 - 8
Statement of Income and Retained Earnings | 9
Balance Sheet | 10
Statement of Changes in Equity | 11
Notes to the Financial Statements | 12 - 20
LAIDLAW & COMPANY INTERNATIONAL LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2024
Introduction
The Directors present their strategic report together with the audited financial statements for the year ended 31 December 2024.
Business review
The Directors report that the Company had an operating loss of £101,565 in 2024.The loss was attributable primarily to an decrease in turnover of £49,822 (52.4%) driven by a decrease in commission revenue of £48,943 as well as a decrease in other operating income of £94,297 related to lower recharged costs from prior periods. This loss was partially offset by a decrease in administration expenses of £33,600. The Company moved to a new location in 2024 incurring some one-time costs but which significantly reduced overall rent expense in 2024. The Directors are not satisfied with the decrease in turnover in 2024, and are advised that Management will continue to take steps to address the underlying factors in the markets that caused the overall reduction of turnover from 2023 to 2024. Their primary focus across all of the Laidlaw group of Companies has been to redirect the focus of the business by strengthening its efforts in the capital markets, venture capital, merchant banking and investment banking areas. These initiatives have seen an increase in activity in 2025 and Q1 2026, and Management hopes the efforts will return the firm to operating at a profitable level in the future.
Principal risks and uncertainties
The Company maintains and updates its policies relating to its own technology and surveillance capabilities, which include written supervisory procedures that are updated throughout each fiscal year, and AML (anti money laundering) policies and procedures compliant with the FCA’s and other regulatory requirements. In addition,the Company, its broker-dealer affiliate in conjunction with its clearing firm, all maintain multiple insurance policies covering fraud, theft, loss and many other potential liabilities. StoneX, the clearing firm is also required under contract to the Company's broker dealer affiliate as well as in accordance with a spectrum of regulatory requirements to maintain up to date technology, supervisory controls, and risk management policies and compliance procedures designed to protect and pre empt the Company from excessive financial risk or exposure. The Company also engages independent third-party providers for additional financial, compliance and regulatory oversight. The Company manages its exposure to liquidity risk by avoiding the use of any bank loans or hire purchase contracts and by utilising a bank overdraft facility to provide both flexibility and continuity of funding, as and when required. The Company does not trade, make markets or take proprietary positions in any securities. The Company has no exposure to interest rate risk as it never takes out any interest bearing loans from financial institutions. Trade debtors primarily represent commission or fees receivable from our affiliate and its clearing firm, StoneX . The risks associated with this aspect of operations have been addressed above. Other trade debtors result from the outsourcing of services. These are managed in respect of credit risk and cash flow by strict company policies concerning the credit offered to customers and the regular monitoring of amounts outstanding. Trade creditor liquidity risk is managed by ensuring that sufficient funds are available to meet amounts due. Page 1
LAIDLAW & COMPANY INTERNATIONAL LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Financial key performance indicators
The Directors consider that achieving a growth rate above inflation over the long term in gross turnover comprised of commissions, sales credits and various forms of fees receivable from its affiliated broker dealer in the United States without risk to its own capital, while maintaining financial stability, business flexibility and a consistent gross margin, constitute the primary key financial performance indicators for the Company. The Company realises that it did not meet its anticipated growth in 2024 as the de-emphasis of commission-based revenue in favor of higher margin, fee-based capital markets, venture capital, merchant banking and investment banking activities did not transition as quickly as targeted to its UK clients. An analysis of these key performance indicators in 2024 shows that gross turnover decrease by 52.3% driven by a decrease of 72.0% in commissions and sales credits and a moderate decrease of 3.2% in corporate finance fees. As a result of the decrease in gross commission turnover and the overall revenue mix, cost of sales as a percentage of gross turnover increased 6.55% to 16.0%. Other operating income decreased by 65.0%, primarily related to lower recharged costs to its affiliates. Administrative costs decreased by £33,491 primarily related to lower rent costs as the company moved to a new location in 2024. As previously noted, the Company entered into a new lease agreement in 2024 which will significantly lower its occupancy costs and related administrative expenses. However, this will be partially offset by recharged costs as the Company charges its affiliates a portion of the rent. In addition, the Company continues to focus its efforts on the capital markets, venture capital, merchant banking and investment banking segments of the overall business in order to adapt to the underlying market factors that have resulted in many financial service firms sustaining declines in commission and sales credits-based turnover. Management is optimistic that these initiatives will provide a future benefit to the Company consistent with what has already been evidenced at its affiliated companies.
Other key performance indicators
The directors consider there are no other key performance indicators. This report was approved by the board and signed on its behalf.
Mr H Regan Directors
Date: 12 May 2026
Page 2
LAIDLAW & COMPANY INTERNATIONAL LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2024 The Directors present their report and the financial statements for the year ended 31 December 2024.
Directors' responsibilities statement
The Directors are responsible for preparing the Strategic Report, the Directors' 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 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 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 for the Company's financial statements and then apply them consistently; ∙make judgments 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 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 to 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.
Principal activity
The principal activity of the Company in the year under review was that of an auxiliary financial intermediary. The Company is regulated by the Financial Conduct Authority, ("FCA").
Results and dividends
The loss for the year, after taxation, amounted to £101,565 (2023 - profit £10,000). The directors have recommended that no dividends be paid this year (2023 - £NIL).
Directors
The Directors who served during the year were:
Mr H Regan
Mr P Silverman
Matters covered in the strategic report
Matters relating to financial risk management objectives and policies and a review of business has been included in the strategic report. Page 3
LAIDLAW & COMPANY INTERNATIONAL LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Disclosure of information to auditors
Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the Directors is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the Directors has taken all the steps that ought to have been taken as a Directors in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Auditors
Under section 487(2) of the Companies Act 2006, Wellden Turnbull Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier. This report was approved by the board and signed on its behalf.
Mr H Regan Directors
Date: 12 May 2026
Page 4
LAIDLAW & COMPANY INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAIDLAW & COMPANY INTERNATIONAL LIMITED
Opinion
We have audited the financial statements of Laidlaw & Company International Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Income and Retained Earnings, the Balance Sheet, the Statement of Changes in Equity and the related 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). 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; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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. Page 5
LAIDLAW & COMPANY INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAIDLAW & COMPANY INTERNATIONAL LIMITED (CONTINUED)
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the 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.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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. Page 6
LAIDLAW & COMPANY INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAIDLAW & COMPANY INTERNATIONAL LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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. We have identified the greatest risk of a material impact on the financial statements from irregularities, including fraud, to relate to the timing and recognition of revenue and the override of controls by management. We have obtained an understanding of the legal and regulatory frameworks that the Company operates within including both those that directly have an impact on the financial statements and more widely those for which non-compliance could have a significant impact on the Company’s operations and reputation. The Companies Act 2006, employee legislation, health and safety legislation.FCA regulations, FINRA regulations and data protection are those we have identified in this regard. Auditing standards limit the required procedures as to non-compliance with laws and regulations to enquiries of those charged with governance and review of any applicable correspondence. The extent to which our procedures are capable of detecting irregularities, including fraud are detailed below: ∙Enquiry of management and those charged with governance as to actual and potential litigation and claims; ∙Enquiry of staff in compliance functions to identify any instances of non-compliance with laws and regulations. Reviewing the quartely reports submitted to the FCA and correspondence pertaining to these submissions.; ∙Agreeing revenue recognised in the period to supporting audit evidence and assessing the accuracy of revenue recognised based on revenue recognition criteria; ∙Reviewing financial statement disclosures and verification to supporting documentation to assess compliance with applicable laws and regulations; ∙Performing audit work over the risk of management 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. 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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. 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 Auditors' Report. Page 7
LAIDLAW & COMPANY INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LAIDLAW & COMPANY INTERNATIONAL LIMITED (CONTINUED)
Use of our report
This report is made solely to the Company's members 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 Auditors' 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 for our audit work, for this report, or for the opinions we have formed. Mark Nelligan FCA (Senior Statutory Auditor) for and on behalf of Wellden Turnbull Limited Chartered Accountants Statutory Auditors Albany House Claremont Lane Esher Surrey KT10 9FQ 12 May 2026 Page 8
LAIDLAW & COMPANY INTERNATIONAL LIMITED STATEMENT OF INCOME AND RETAINED EARNINGS FOR THE YEAR ENDED 31 DECEMBER 2024
| 2024 | 2023
Note | £ | £
Turnover | 4 | 45,350 | 95,172
Cost of sales |  | (7,269) | (6,223)
Gross profit |  | 38,081 | 88,949
Administrative expenses |  | (190,945) | (224,545)
Other operating income | 5 | 51,299 | 145,596
Operating Loss | 6 | (101,565) | 10,000
Tax on (loss)/profit | 10 | - | -
Loss after tax |  | (101,565) | 10,000
Retained earnings at the beginning of the year |  | (26,259) | (36,259)
(Loss)/profit for the year |  | (101,565) | 10,000
Retained earnings at the end of the year |  | (127,824) | (26,259)
There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of income and retained earnings.
The notes on pages 12 to 20 form part of these financial statements.
Page 9
LAIDLAW & COMPANY INTERNATIONAL LIMITED REGISTERED NUMBER: 06059026 BALANCE SHEET AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
CURRENT ASSETS |  |  |  |  |
Debtors: amounts falling due within one year | 11 | 10,082 |  | 148,885 |
Cash at bank and in hand | 12 | 425 |  | 17,554 |
|  | 10,507 |  | 166,439 |
Creditors: amounts falling due within one year | 13 | (77,073) |  | (131,440) |
NET CURRENT (LIABILITIES)/ASSETS |  |  | (66,566) |  | 34,999
TOTAL ASSETS LESS CURRENT LIABILITIES |  |  | (66,566) |  | 34,999
NET (LIABILITIES)/ASSETS |  |  | (66,566) |  | 34,999
CAPITAL AND RESERVES |  |  |  |  |
Called up share capital | 14 |  | 1 |  | 1
Other reserves | 15 |  | 61,257 |  | 61,257
Profit and loss account | 15 |  | (127,824) |  | (26,259)
Shareholder's deficit/funds |  |  | (66,566) |  | 34,999
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Mr H Regan
Directors
Date: 12 May 2026
The notes on pages 12 to 20 form part of these financial statements. Page 10
LAIDLAW & COMPANY INTERNATIONAL LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Other reserves | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2023 | 1 | 61,257 | (36,259) | 24,999
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 10,000 | 10,000
At 1 January 2024 | 1 | 61,257 | (26,259) | 34,999
Comprehensive income for the year |  |  |  |
Loss for the year | - | - | (101,565) | (101,565)
At 31 December 2024 | 1 | 61,257 | (127,824) | (66,566)
| The notes on pages 12 to 20 form part of these financial statements.
Page 11
LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
Laidlaw & Company International Limited is a private company, limited by shares, incorporated in England and Wales, registered number 06059026. The registered office is Albany House, Claremont Lane, Esher, Surrey KT10 9FQ. The principal place of business is 521 5th Avenue, 12h Floor, New York, NY 10175. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
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 judgment in applying the Company's accounting policies (see note 3). These financial statements are presented in sterling, however the functional currency used by the company is US dollars. The financial statements are rounded to the nearest £. The following principal accounting policies have been applied:
| 2.2 | Compliance with accounting standards
The accounts have been prepared in accordance with the provisions applicable to FRS 102. There were no material departures from the standard.
| 2.3 | Financial Reporting Standard 102 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Laidlaw Holdings Limited as at 31 December 2024 and these financial statements may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.
| 2.4 | Going concern
The financial statements have been prepared on a going-concern basis as the Directors believe that the Company will continue to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of the financial statements. In assessing the appropriateness of the going concern basis of preparation, the Directors have taken into account the key risks of the business as well as availability of cash resources. It is also noted that the Company is part of the Laidlaw Group Companies which consists of Laidlaw Holdings (“Parent”), Laidlaw & Company (UK) LTD (Its US based - FINRA regulated Broker Dealer), Laidlaw Wealth Management LLC (its SEC registered RIA) and Laidlaw Private Equity LLC. The directors review the results of all entities in totality and the Parent provides each entity with the necessary capital as needed. Page 12
LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.5 | Revenue
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised: Turnover includes commissions and fees, investment banking fees, placement fees, advisory fees and underwriting net of syndicate expenses, arising from security offerings in which the Company acts as an underwriter or agent. Commission and clearing charges are recognised on a trade date basis as security transactions occur. Advisory fees earned from providing merger-acquisition and financial restructuring advice are recognised when received. Investment banking and placement fees are recognised on the closing date of the transaction. Underwriting fees are recognised at the time the underwriting is complete. Recharged expenses are recognised when the expenses have been incurred.
| 2.6 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.7 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 2.8 | Financial instruments
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. Financial instruments are recognised in the Company's Balance Sheet when the Company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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. Basic financial assets Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash Page 13
LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.8 | Financial instruments (continued)
equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments. Impairment of financial assets Financial assets are assessed for indicators of impairment at each reporting date. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the Statement of Income and retained earnings. Financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities. Basic financial liabilities, which include trade are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled. Page 14
LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.9 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.10 | Foreign currency translation
Functional and presentation currency The Company's functional currency is US dollars. This differs from the presentational currency which is GBP. The reason for the difference is that the Company presents financial statements to the FCA in GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using a average monthly exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of income and retained earnings.
| 2.11 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to statement of income and retained earnings on a straight-line basis over the lease term.
| 2.12 | Taxation
Tax is recognised in statement of income and retained earnings 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. 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.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
In preparing these financial statements, the Directors have had to make judgements, estimates and assumptions that effect the application of policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historic experiences and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities. Actual results may differ from these estimates. The Management do not consider the Company to have any key sources of estimation uncertainty nor significant judgements or assumptions in preparing these financial statements. Page 15
LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Commissions and sales credits | 19,030 | 67,973
| Corporate finance fees | 26,320 | 27,199
|  | 45,350 | 95,172
| The commissions and finances fees are derived from the United Kingdom market
5. | Other operating income
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Inter company loans forgiven. | - | 65,405
| Recharged costs | 51,299 | 80,191
|  | 51,299 | 145,596
6. | Operating (loss)/profit
| The operating (loss)/profit is stated after charging:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Exchange differences | (4,728) | -
| Other operating lease rentals | 63,563 | 105,399
7. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors and their associates:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements | 13,140 | 13,592
| The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.
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LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
8. | Employees
| Staff costs, including Directors' remuneration, were as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Wages and salaries | 32,206 | 33,458
| The Company resources staff from other Group companies. The Directors contract of service are with other Group companies who recharge the Company for services rendered.
| The average monthly number of employees, including the Directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Directors | 2 | 2
9. | Directors' remuneration
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Directors' emoluments | 32,206 | 33,458
10. | Taxation
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Current tax on profits for the year | - | -
|  | - | -
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LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 10.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2023 - lower than) the standard rate of corporation tax in the UK of 19% (2023 - 19%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| (Loss)/profit on ordinary activities before tax | (101,565) | 10,000
| (Loss)/Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2023 - 19%) | (19,298) | 1,900
| Effects of: |  |
| Non-tax deductible amortisation of goodwill and impairment | 1,531 | -
| Non-taxable income | - | (12,427)
| Unrelieved tax losses carried forward | 17,767 | 10,527
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 18
LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
11. | Debtors
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Amounts owed by group undertakings | 1,383 | 105,802
| Other debtors | 8,699 | -
| Prepayments and accrued income | - | 43,083
|  | 10,082 | 148,885
12. | Cash and cash equivalents
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Cash at bank and in hand | 425 | 17,554
13. | Creditors: Amounts falling due within one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Trade creditors | 14,616 | 43,083
| Amounts owed to group undertakings | 46,881 | 59,125
| Accruals and deferred income | 15,576 | 29,232
|  | 77,073 | 131,440
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LAIDLAW & COMPANY INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
14. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2023 - 1) Ordinary share of £1.00 | 1 | 1
15. | Reserves
Other reserves The special reserve represents a non-refundable capital contribution made to the Company. Profit and loss account The profit and loss account represents cumulative profits and losses net of all adjustments.
16. | Related party transactions
| The Company is exempt under the terms of Financial Reporting Standard 102 (FRS102) paragraph 33.1A, from disclosing related party transactions with other group companies, on the grounds that the Company is wholly owned within the Group and the Company is included in consolidated financial statements prepared by the Group.
17. | Controlling party
The Company's immediate parent undertaking is Laidlaw Holdings Limited. The consolidated financial statements of Laidlaw Holdings Limited may be obtained from Companies House or from its registered office Albany House, Claremont Lane, Esher, Surrey, KT10 9FQ. There is no ultimate controlling party.
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