Registration number: 11798136
For the Year Ended 31 December 2025
Contents
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Company Information |
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Directors' Report |
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Statement of Comprehensive Income |
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Statement of Financial Position |
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Statement of Changes in Equity |
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Statement of Cash Flows |
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Notes to the Unaudited Financial Statements |
Company Information
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Directors |
Nicholas Paul Fegan Christopher Carl Linkas |
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Registered office |
5th Floor 25 Baker Street London W1U 8EQ United Kingdom |
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Registered number |
11798136 |
Directors' Report
for the Year Ended 31 December 2025
The directors present their report and the unaudited financial statements of CF ESP CLMS GP Limited for the financial year ended 31 December 2025.
Principal activities
The Company has agreed to act as the general partner of CF ESP CLMS LP, with CF ESP CLMS DAC agreeing to act as the initial limited partner. The Company intends to continue its current activities indefinitely.
Principal risks and uncertainties
The Company has not made any trades during the financial year and as such is not exposed to any major risks.
Review of results and development of the business
The Statement of Comprehensive Income and Statement of Financial Position are set out on pages 4 and 5 respectively. The profit on ordinary activities for the period before taxation amounted to £481 (2024: £481). After deducting tax of £91 (2024: £91), a net profit of £390 (2024: £390) is transferred to reserves.
Key performance indicators
Management use a range of measures to monitor performance and manage the business.
The key financial performance indicators (KPI's) used by management include:
• Net operating income, and
• Cash generated from operating activities.
The Directors are satisfied with the performance of the Company with reference to the indicators noted above.
Dividends
The Directors of the Company do not propose the payment of a dividend for the year (2024: £Nil).
Donations
The Company made no political or charitable donations during the year (2024: £Nil).
Directors
The current Directors, who served during the year are set out on page 1 and, unless otherwise indicated, served throughout the entire financial period and the period up to the date of approval of these financial statements.
Directors and secretary's interest in shares
The Directors and secretary of the Company who held office at 31 December 2025 had no direct or beneficial interest in the shares, share options or deferred shares or debentures of the Company or any other group company requiring disclosure.
Events after the reporting period date
There were no other events after the reporting period up to the date of the approval of the financial statements, which require adjustment to or disclosure in the financial statements.
Directors' Report
for the Year Ended 31 December 2025 (continued)
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Directors' responsibilities statement |
The Directors acknowledge their responsibilities 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 International Accounting Standards in conformity with the requirements of the Companies Act 2006. 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:
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• |
select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable International Accounting Standards in conformity with the requirements of the Companies Act 2006 have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. |
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Approved by the B
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Statement of Comprehensive Income
for the Financial Year Ended 31 December 2025
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Note |
2025 |
2024 |
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Management fee income |
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Administrative expenses |
( |
( |
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Net operating profit |
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Profit before tax |
481 |
481 |
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Taxation charge |
( |
( |
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Profit for the year |
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Total comprehensive income for the year |
390 |
390 |
The above results were derived from continuing operations.
The notes on pages
8
to
12
form an integral part of these financial statements.
Statement of Financial Position
as at 31 December 2025
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Note |
2025 |
2024 |
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Non-current assets |
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Investments |
1 |
1 |
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Current assets |
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Accrued management fee |
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31,740 |
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Total assets |
8,086 |
31,741 |
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Current liabilities |
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Accrued expenses |
4,809 |
28,854 |
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Income tax liability |
91 |
91 |
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Due to related party |
455 |
455 |
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29,400 |
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Equity |
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Share capital |
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1 |
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Retained earnings |
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2,340 |
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Total equity |
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2,341 |
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Total equity and liabilities |
8,086 |
31,741 |
The notes on pages 8 to 13 form an integral part of these financial statements.
Approved by the Board on
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Statement of Changes in Equity
for the Year Ended 31 December 2025
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Share capital |
Retained earnings |
Total |
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At 1 January 2025 |
1 |
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Profit for the year |
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Total comprehensive income |
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At 31 December 2025 |
1 |
2,730 |
2,731 |
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Share capital |
Retained earnings |
Total |
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At 1 January 2024 |
1 |
1,950 |
1,951 |
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Profit for the year |
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Total comprehensive income |
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At 31 December 2024 |
1 |
2,340 |
2,341 |
The notes on pages
8
to
12
form an integral part of these financial statements.
Statement of Cash Flows
for the Year Ended 31 December 2025
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Note |
2025 |
2024 |
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Cash flows from operating activities |
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Profit for the year |
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390 |
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Adjustments to cash flows from non-cash items |
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Income tax expense |
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91 |
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481 |
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Working capital adjustments : |
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Change in trade and other receivables |
(23,655) |
5,290 |
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Change in trade and other payables |
24,045 |
(4,809) |
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Net cash flow from operating activities |
- |
- |
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Net increase/(decrease) in cash and cash equivalents |
- |
- |
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Cash and cash equivalents at 1 January |
- |
- |
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Cash and cash equivalents at 31 December |
- |
- |
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The notes on pages
8
to
12
form an integral part of these financial statements.
Notes to the Unaudited Financial Statements
for the Year Ended 31 December 2025
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Basis of preparation |
Background of the Company
CF ESP CLMS GP Limited (the “Company”) is a limited liability company incorporated on 30 January 2019 and domiciled in the United Kingdom. The Company Registration Number is 11798136 and registered office is: 5th Floor, 25 Baker Street, London, W1U 8EQ, United Kingdom. The nature of the Company’s operations and its principal activities are set out in the Directors’ report on pages 2 to 3.
Statement of compliance
The company financial statements have been prepared in accordance with International Financial Reporting Standards including standards and interpretations issued by the International Accounting Standards Board and in accordance with International accounting standards in conformity with the requirements of the Companies Act 2006.
Going concern
The Directors have prepared the financial statements on the going concern basis, which assumes that the Company will continue in operational existence for the foreseeable future and will have adequate funds available to meet their obligations as they fall due.
Functional and presentation currency
The financial statements are presented in Pound Sterling denoted by the symbol “£”, which is the Company’s functional and presentation currency.
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities in foreign currencies are translated at the exchange rates in effect at the balance sheet date. All exchange differences are dealt with in arriving at profit before taxation.
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Significant accounting policies |
The principal accounting policies applied in preparing its financial statements for the year ended 31 December 2025 are set out below:
Operating income and expenses
All income and expenses are accounted for on an accrual basis.
Investments
Investments are measured at cost less accumulated impairment.
Notes to the Unaudited Financial Statements
for the Year Ended 31 December 2025 (continued)
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2 |
Significant accounting policies (continued) |
Taxation
The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
Use of estimates and judgementsThe preparation of the financial statements requires management to make judgments, estimates and assumptions that may affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances.
Standards, amendments and interpretations adopted during the yearThe Company has adopted the following standards, amendments and interpretations for the accounting period beginning on or after 1 January 2025. These did not have a material impact on the financial performance or financial position of the Company. The Company has not early adopted any other standards, interpretations or amendments that have been issued but not yet effective.
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Description |
Effective date (financial year beginning) |
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Lack of exchangeability – Amendments to IAS 21 |
1 January 2025 |
The Directors have reviewed those standards and interpretations that are effective from 1 January 2025 and assessed that none of those standards and interpretations have had a material impact to the Company’s financial statements.
Notes to the Unaudited Financial Statements
for the Year Ended 31 December 2025 (continued)
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2 |
Significant accounting policies (continued) |
Standards, amendments and interpretations issued but not yet effective
The following standards and amendments to standards are required to be applied for future annual periods and some are available for early adoption.
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Description |
Effective date (financial year beginning)* |
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Classification and Measurement of Financial Instruments - Amendments to IFRS 9 and IFRS 7 |
1 January 2026 |
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Annual Improvements to IFRS Accounting Standards - Volume 11 |
1 January 2026 |
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Contracts Referencing Nature-dependent Electricity – Amendments to IFRS 9 and IFRS 7 |
1 January 2026 |
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IFRS 18 – Presentation and Disclosure in Financial Statements |
1 January 2027 |
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IFRS 19 - Subsidiaries without Public Accountability: Disclosures |
1 January 2027 |
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Translation to a Hyperinflationary Presentation Currency - Amendments to IAS 21 |
1 January 2027 |
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Sale or Contribution of Assets between an Investor and its Associate or Joint Venture - Amendments to IFRS 10 and IAS 28 |
Indefinitely deferred |
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Amendments to the Fair Value Option for Investments in Associates and Joint Ventures in IAS 28 |
1 January 2027 |
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IFRS 20 Regulatory Assets and Regulatory Liabilities |
1 January 2029 |
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Amendments to Illustrative Examples on IFRS 7, IFRS 18, IAS 1, IAS 8, IAS 36 and IAS 37 |
No effective date |
*Where new requirements are endorsed, the EU effective date is disclosed. For un-endorsed standards and interpretations, the IASB’s effective date is noted. Where any of the upcoming requirements are applicable, the Company will apply them from their EU effective date.
The Directors have considered the new standards, amendments and interpretations that are issued but not yeteffective up to the date of issuance of the Company's financial statements and do not plan to adopt these standards early. The application of all of these standards, amendments or interpretations have been considered in detail in advance of the confirmed effective date by the Company, with no material impact anticipated for the financial statements except for IFRS 18 Presentation and Disclosure in Financial Statements and Classification and Measurements of Financial Instruments - Amendments to IFRS 9 and IFRS 7 which is still being assessed.
Notes to the Unaudited Financial Statements
for the Year Ended 31 December 2025 (continued)
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Related party transactions |
Directors remuneration in the year was £Nil (2024: £Nil).
Management fees of £5,290 (2024: £5,290) were charged in the year to related parties.
Current assets of the Company comprise management fees due of £8,085 (2024: £31,740) from related parties.
Due to related party include expenses paid on behalf of the Company of £455 (2024: £455).
Other than outlined above, there were no contracts in the year of any significance in relation to the business of the Company in which the directors had an interest.
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Management fee |
The Company in its capacity as General Partner of CF ESP CLMS Designated Activity Company, is entitled to receive £5,290 (2024- £5,290) per annum in management fees by way of a priority profit share.
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Employees |
The average number of employees during the year was
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Income tax |
Tax charged in the statement of comprehensive income:
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2025 |
2024 |
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Current taxation |
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UK corporation tax |
91 |
91 |
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Total current income tax |
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The tax on profit before tax for the period is the same as the standard rate of corporation tax in the UK of 19%.
The differences are reconciled below:
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2025 |
2024 |
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Profit before tax |
481 |
481 |
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Corporation tax at standard rate |
91 |
91 |
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Total tax charge |
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Notes to the Unaudited Financial Statements
for the Year Ended 31 December 2025 (continued)
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Investments |
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Contribution to Limited Partnerships |
Total |
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Cost |
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At 1 January 2025 |
1 |
1 |
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At 31 December 2025 |
1 |
1 |
The General Partner (the Company) shall have unlimited liability for the payment, satisfaction and discharge of all debts, liabilities and obligations of the Limited Partnership, but shall be entitled to discharge the same out of the Limited Partnership assets to the extent available.
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Share capital |
Allotted, called up and fully paid shares
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31 December 2025 |
31 December 2024 |
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No. |
£ |
No. |
£ |
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Ordinary shares of £1 each |
1 |
1 |
1 |
1 |
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Parent and ultimate parent undertaking |
The issued share capital of the Company is £1. The Company is not subject to any other externally imposed capital requirements. Under IFRS 10, the Company is a subsidiary of CF ESP CLMS Designated Activity Company, the immediate controlling party. The immediate controlling party owns 100% of the issued share capital of the Company. The ultimate parent company is CF ESP CLMS Designated Activity Company, a company incorporated in Ireland.
The registered office of CF ESP CLMS Designated Activity Company is 1st Floor Cape House, Westend Office Park, Snugborough Road, Blanchardstown, Dublin 15, Ireland. The Parent’s consolidated financial statements are not available to the public.
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Events since the reporting Date |
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There were no other events after the reporting period up to the date of the approval of the financial statements, which require adjustment to or disclosure in the financial statements. |
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Approval of financial statements |
The financial statements were approved by the board and authorised for issue on 25 September 2026.