| Director |
| Company secretary | Dost, Malgorzata |
| Registered office | |
| Registered number | 06638748 |
| Accountant | Ecovis Wingrave Yeats UK Limited |
| 3rd Floor Waverley House, 7-12 Noel Street | |
| London | |
| England | |
| W1F 8GQ |
| Notes |
|
| |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
|
|
|
| ||||||||
| |||||||||||
|
5 | ||||||||||
| |||||||||||
|
|||||||||||
|
6 | ||||||||||
|
|||||||||||
|
|||||||||||
| |||||||||||
|
7 |
|
|
||||||||
|
|
||||||||||
|
|
| |||||||||
|
|
| |||||||||
| |||||||||||
|
8 |
|
| ||||||||
|
| ||||||||||
|
|
| |||||||||
| |||||||||||
|
10 | ||||||||||
|
|||||||||||
|
|
| |||||||||
|
|
|
The financial statements were approved and authorised for issue by the director on
Dost, Kamran Bill
Director |
Company registration number 06638748
The company is a private company limited by shares and registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.
The financial statements are presented in sterling and this is the functional currency of the company.
The financial statements have been prepared in accordance with FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland including Section 1A Small Entities.
The financial statements have been prepared under the historical cost convention in accordance with the Companies Act 2006.
As at 30 June 2025 liabilities exceeded assets by £9,757,856 (2024 - £8,496,119). However the director is committed to providing financial support to the company as and when required to ensure that the company can meet its liabilities as and when they fall due for a period of at least 12 months from the date of approval of these financial statements. As such, the director considers that the accounts have been properly prepared on a going concern basis.
Interest income on loans and leases is calculated using the effective interest method which allocates any fees receivable over the expected life of the assets and represents the return on credit risk faced by the entity. The effective interest method requires the company to estimate future cash flows, in some cases based on experience of behaviour, the terms of the loan agreement and the expected lives of the receivable.
The effective interest rate is calculated at the time of initiating the loan or lease facility and the calculation is based on estimating future cash flows of the shorter of the contractual life of the loan / lease or the expected behavioural life. The expected life assumptions utilise repayment profiles to represent how borrowers are expected to repay. The company has limited historical experience to support these profiles and therefore management must apply judgement, in addition to any historical information available.
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
The Company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Where assets leased to a third party give rights approximating to ownership (finance lease), the lessor recognises as a receivable an amount equal to the net investment in the lease i.e. the minimum lease payments receivable under the lease discounted at the interest rate implicit in the lease.
This receivable is reduced as the lessee makes capital payments over the term of the lease. A finance lease gives rise to two types of income: profit or loss equivalent to the profit or loss resulting from outright sale of the asset being leased, at normal selling prices, reflecting any applicable discounts, and finance income over the lease term.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot 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 profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Interest income is recognised using the effective interest rate method.
Tax is recognised in profit or loss 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.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
|
| ||||
|---|---|---|---|---|---|
| |||||
|
|||||
|
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an outright short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are 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 Statement of comprehensive income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a 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.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date. 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.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Financial liabilities at fair value through profit or loss includes financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are acquired for the purpose of repurchasing in the near term. Derivatives, including separately embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments. Gains or losses on liabilities held for trading are recognised in profit or loss.
Obligations for loans and borrowings are recognised when the Company becomes party to the related contracts and are measured initially at the fair value of consideration received less directly attributable transaction costs.
After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method.
Gains and losses arising on the repurchase, settlement or otherwise cancellation of liabilities are recognised respectively in finance revenue and finance cost.
A liability is derecognised when the contract that gives rise to it is settled, sold, cancelled or expires.
Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such as an exchange or modification, this is treated as a derecognition of the original liability, such that the difference in the respective carrying amounts together with any costs or fees incurred are recognised in profit or loss.
In preparing these financial statements, the director has had to make the following judgements:
Debtors Provision
The company has to determine whether there are indicators of impairment to the debtors. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and the expected recoverability of receivables, in light of the borrower's payment history and the director's knowledge of the financial position of each debtor.
Market Rate of Interest
The director has valued the loans from related parties by discounting cash flows using what they consider to be a market rate of interest that would be payable on a similar debt instrument. Judgement has been involved when arriving at this market rate of interest.
|
|
| |||||
|---|---|---|---|---|---|---|---|
|
|
| |||||
|
|||||||
|
| ||||||
|
| ||||||
|
|||||||
|
| ||||||
|
| ||||||
|
| ||||||
|
|||||||
|
|||||||
|
|
| ||||
|---|---|---|---|---|---|
|
| ||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|
| ||||
|---|---|---|---|---|---|
|
| ||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
|||||
|
Included within other creditors is an interest-bearing loan amounting to £19,337 (2024 - £60,045), on which interest is charged at 12% per annum. Further details are provided in note 10.
|
| ||||
|---|---|---|---|---|---|
|
| ||||
|
|||||
|
|||||
|
Included within notes 7 and 8 are liabilities totalling £3,789,999 (2024 - £3,769,507) which are secured over the assets of the company.
Included within the amounts owed to group undertakings are loans currently totalling £2,839,597 (2024 - £2,457,847), first issued on 27 March 2019 from the parent company. The loans are unsecured and repayable within 370 days on written notice from the lender. Interest is charged at 1% per annum.
The parent company loan has been discounted to present value using a market rate of interest which would be payable on a similar debt instrument, which the director considers to be 14.5%. The discount will be unwound over the period of the loan and recorded in the financial statements of the company as interest.
The difference between the net proceeds of the debt, the £186,344, and the amount allocated to the debt component is credited direct to equity, included in other reserves.
Included in other creditors are interest bearing loans amounting to £4,309,132 (2024 - £4,293,773). The loan of £4,146,062 (2024 - £4,084,862) has interest charged at 12.5% per annum, loan of £70,920 (2024 - £68,840) has interest charged at 12% per annum, and the loan of £19,337 (2024 - £60,045) has interest charged at 12% per annum, loan of £38,648 (2024 - £38,648) at 9.5%, and the loan of £34,165 (2024 - £41,378) has interest charged at 2.5% per annum.
At the year end the lease receivable amounts totalled £107,469 (2024 - £29,173).
At the year end the loan receivable amounts totalled £28,446 (2024 - £37,013).
|
| ||||
|---|---|---|---|---|---|
|
| ||||
|
|||||
|
|
| |||
|
|
|
The company operates a defined contribution pension scheme and the assets of the scheme are held separately from those of the company in an independently administered fund. At 30 June 2025 there were unpaid contributions of £1,198 (2024 - £1,786) due to the fund, the balance of which is included within Other creditors.
As at 30 June 2025 the company owed £631,274 (2024 - £592,467) to the director. This amount is unsecured, interest free and repayable on demand.
As at 30 June 2025 £2,839,597 remained outstanding (2024 - £2,457,847) to a related party. This amount is unsecured and repayable within 370 days on written notice from the lender. Interest is charged at 1% per annum and in 2025 interest of £6,389 (2024 - £19,545) on the intercompany loan was charged to profit and loss account.
The controlling party is 2183114 Ontario Inc., the 100% shareholder of the company, a company incorporated in Canada. The registered office address of 2183114 Ontario Inc. is 85016-561 Brant Street, Burlington, Ontario, L7R 2G6.