SGP_Capital_Holding_UK_Ltd_31_Dec_2025_companies_house_set_of

Sgp Capital Holding (UK) Ltd

Notes to the Abridged Financial Statements

Year ended

31 December 2025

1 General information

The company is a private company limited by shares and is registered in England and Wales. The address of the registered office is

Kingfisher House

2 Kingfisher Way

Stockton-On-Tees

TS18 3EX

, England.

SGP Capital Holding (UK) Limited is the UK holding company for the SGP Capital Holding AG company. It retains the assets of the UK group, and operates the declaration of the UK shareholder dividends. As effect of 2023 the profit declaration will be declared from the PLC in Switzerland under the consolidated statements of the group.

These accounts will be presented as consolidated accounts by the SGP Group company SGP Capital Holding AG, registered in Switzerland, Registration No: CHE-496.099.622. Registered Address: Felmis Allee 7-9, 6048, Horw, Switzerland.

The Executive Board is responsible for driving the Board approved strategy for the organisation and lead on issues that cut across the whole organisation and forecasts have been prepared for the group for the period to 31st December 2022, reflecting on the Covid-19 pandemic and the possible impact on the company's operational activities, liquidity, and risk factors.

2 Statement of compliance

These

abridged financial statements

have been prepared in compliance with FRS 102 Section 1A, 'The Financial Reporting Standard applicable to the UK and Republic of Ireland'.

3 Accounting policies

Basis of preparation

The

abridged financial statements

have been prepared on the historical cost basis, as modified by the revaluation of certain assets.

The

abridged financial statements

are prepared in sterling, which is the functional currency of the company.

Up until 2022, SGP Financial Ltd (09224030) handled all of the financial business costs, at a proportion of the overall SGP Group companies. However, due to the group restructure, SGP Financial Ltd (09224030) will cease to be responsible for the financials. The group has well established relationships with clients and suppliers across different geographical areas and industries and are confident that they can manage the financial impact of the business risks, including covid-19 and Brexit. The resilience measures taken early in the pandemic have improved our immediate and long-term resilience.

Turnover

Turnover is measured at the fair value of the consideration received or receivable for goods supplied, net of discounts and Value Added Tax. SGP Capital manage the entities in the UK to safe guard investment as well managing acquisitions and growth of the business in UK and globally.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer, usually on despatch of the goods; the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.

Tangible assets

Tangible assets are initially measured at cost, and are subsequently measured at cost less any accumulated depreciation and accumulated impairment losses or at a revalued amount.

Any tangible assets carried at a revalued amount are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

An increase in the carrying amount of an asset as a result of a revaluation is recognised in other comprehensive income and accumulated in capital and reserves. However, the increase is recognised in profit or loss to the extent that it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in capital and reserves. If a revaluation decrease exceeds the accumulated revaluation gains accumulated in capital and reserves in respect of that asset, the excess is recognised in profit or loss.

Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows:

Office equipment	20% reducing balance
Fixtures and fittings	15% reducing balance

Fixed asset investments

Investments in subsidiaries, associates and joint ventures accounted for in accordance with the fair value model are initially recorded at the transaction price. At each reporting date, the investments are measured at fair value, with changes in fair value recognised in other comprehensive income or . Where it is impracticable to measure fair value reliably without undue cost or effort, the cost model will be adopted.

Dividends and other distributions received from the investment are recognised as income without regard to whether the distributions are from accumulated profits of the associate arising before or after the date of acquisition.

Investment UK Entities

SGP Capitalnet Ltd 08353334 - 100,000 shares - £100,000

SGP Accountants Group Limited 05176981 - 1,000,000 shares - £100,000

SGP Financial Limited 09224030 - 100,000 shares - £100,000

SGP HRPayroll Ltd 10272319 - 1,000 shares - £1,000

Sovereign Global Partnership Limited 10861533 - 1 shares - £5,000

SGP Accountants (London) Limited 06447103 - 1,000,000 shares - £100,000

SGP Consultancy DMCC Ltd 06118496 - 2,000 shares - £2,000

SGiP Corporation Ltd 04580046 - 10,000 shares - £10,000

SGP Accountants (Stockton) Ltd 08440790 - 1,000 shares - £1,000

SGP Accountants (Heysham) Ltd 06060244 - 1 share - £1

SGP Training & Sponsorship Ltd 06425541 2 shares - £2

SGP Accountants (Sunderland) Ltd 02320807 1,000 shares - £1,000

SGP Accountants (Halifax) Ltd 12167892 1,000 shares - £1,000

Global Investment.

CapitalNet Management Services LLC - 300,000 shares AED 300,000

SGP Consultancy DMCC - 50,000 shares AED 50,000

USA.

SGP Accountants Inc - 6000 shares

Batch James Mansour - 490 shares

BJM Accountants Inc - 1,000,000 shares - purchase price $679,000

BJM Valdosta, Inc - 1,000,000 shares - purchase price $850,000

BJM Tampa, Inc - 1,000,000 shares - purchase price $725,000

BJM Tampa, Inc - 1,000,000 shares - purchase price $360,000

BJM Fayetteville, Inc. - 1,000,000 shares - purchase price $550,000

On take over of cross accounting, the original price was $679,000 with an amount outstanding of $162,000. Before maturity of the second payment it became clear that it had been over valued by the seller and the claw back was higher that the outstanding balance. A court order has been put in place to reach a final settlement.

Impairment

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

Financial instruments

A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.

Basic financial instruments are initially recognised at the transaction price and are subsequently measured as follows: Debt instruments are subsequently measured at amortised cost and commitments to receive a loan and to make a loan to another entity are subsequently measured at amortised cost. Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment.

All other financial instruments, including derivatives, are initially recognised at fair value, which is normally the transaction price and are subsequently measured at fair value, with any changes recognised in profit or loss.

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.

All equity instruments regardless of significance, and other financial assets that are individually significant, are assessed individually for impairment. Other financial assets or either assessed individually or grouped on the basis of similar credit risk characteristics.

Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

Lease commitments.

Operating lease taken by SGP Financial Ltd over 5 years (Oct 2017), the costs shared by all SGP Group entities, remaining of the contract 2 which will be renewed when both parties meet to agree. The group in discussion in setting its own SIPP for the properties of Stockton on Tees , Sunderland and London.

Directors' emoluments / employee remuneration

The Directors received no emoluments in respect of their services as Directors of the company. The company’s policy from 2008 and subsequent years is to provide each Executive Director with a remuneration package, which not only gives a fair degree of security by way of a base salary, but also through an annual bonus and long term incentive plan, giving a significant performance-related element. In determining the remuneration packages of Executive Directors, the Committee considers a number of factors including the basic salaries and benefits available to Executive Directors of comparable companies, the importance of recruiting and retaining management of an appropriate calibre and links reward to the Group’s performance.

The salary policy of the SGP organisation in the UK division is to pay one month’s salary to staff as a bonus payment, calculated on the basis of productive time. It is paid as a gross amount (net) on the 20th December of the calendar year.

4 Average number of employees

The average number of persons employed by the company during the year was nil (2024: nil).

5 Fixed assets

	Tangible assets	Investments	Total
	£	£	£
Cost
At 1 January 2025 and 31 December 2025	369,328	392,753	762,081
Depreciation and impairment
At 1 January 2025	200,071	-	200,071
Charge	19,634	-	19,634
At 31 December 2025	219,705	-	219,705
Carrying amount
At 31 December 2025	149,623	392,753	542,376
At 31 December 2024	169,257	392,753	562,010

		2025		2024
	Note	£		£
Fixed assets
Tangible assets	5	149,623		169,257
Investments	5	392,753		392,753
		542,376		562,010
Current assets
Debtors		4,067,639		4,067,639
Investments		421,003		421,003
		4,488,642		4,488,642
Creditors: amounts falling due within one year		(18,000	)	-
Net current assets		4,470,642		4,488,642
Total assets less current liabilities		5,013,018		5,050,652
Capital and reserves
Called up share capital		4,000,000		4,000,000
Profit and loss account		1,013,018		1,050,652
Shareholders funds		5,013,018		5,050,652