MRG Holdings Limited - Limited company accounts 18.2

REGISTERED NUMBER: 05315200 (England and Wales)

Report of the Director and

Financial Statements for the Year Ended 31 December 2018

for

MRG Holdings Limited

Page

Company Information

1

Report of the Director

2

Chartered Accountants' Report

3

Statement of Comprehensive Income

4

Balance Sheet

5

Statement of Changes in Equity

6

Notes to the Financial Statements

7

to

9

DIRECTOR:

Mr G Engleder

REGISTERED OFFICE:

Eldo House

Kempson Way

Suffolk Business Park

Bury St Edmunds

Suffolk

IP32 7AR

REGISTERED NUMBER:

05315200 (England and Wales)

ACCOUNTANTS:

Knights Lowe Chartered Accountants

Eldo House

Kempson Way

Suffolk Business Park

Bury St Edmunds

Suffolk

IP32 7AR

The director presents his report with the financial statements of the company for the year ended 31 December 2018.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of a management and holding company for its

subsidiary Wychem Limited whose principal activity is the manufacture of chemicals.

DIRECTORS

The directors who have held office during the period from 1 January 2018 to the date of this report are as follows:

Dr B Schlosser - resigned 31 January 2018

Mr G Engleder - appointed 31 January 2018

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Report of the Director 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 United Kingdom Generally Accepted Accounting

Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 101

'Reduced Disclosure Framework'. 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 and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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

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.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small

companies.

ON BEHALF OF THE BOARD:

Mr G Engleder - Director

25 February 2019

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the

financial statements of MRG Holdings Limited for the year ended 31 December 2018 on pages four to nine from the

company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the director of MRG Holdings Limited in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of MRG Holdings Limited and state those matters that we have agreed to state to the director of MRG Holdings Limited in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than MRG Holdings Limited and its director for our work or for this report.

It is your duty to ensure that MRG Holdings Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of MRG Holdings Limited. You consider that MRG Holdings Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of MRG Holdings Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Knights Lowe Chartered Accountants

Eldo House

Kempson Way

Suffolk Business Park

Bury St Edmunds

Suffolk

IP32 7AR

Date: .............................................

TURNOVER

-

OPERATING PROFIT and

PROFIT BEFORE TAXATION

3

-

Tax on profit

4

-

PROFIT FOR THE FINANCIAL YEAR

-

OTHER COMPREHENSIVE INCOME

-

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

-

FIXED ASSETS

Investments

5

2,220,633

TOTAL ASSETS LESS CURRENT LIABILITIES

2,220,633

CAPITAL AND RESERVES

Called up share capital

6

355,533

Share premium

177,765

Retained earnings

1,687,335

SHAREHOLDERS' FUNDS

2,220,633

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2018.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2018 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end
of each financial year and of its profit or loss for each financial year in accordance with the requirements of
Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to
financial statements, so far as applicable to the company.

The financial statements have been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

The financial statements were approved by the director on 25 February 2019 and were signed by:

Mr G Engleder - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

Balance at 1 January 2017

355,533

1,687,335

177,765

2,220,633

Changes in equity

Balance at 31 December 2017

355,533

1,687,335

177,765

2,220,633

Changes in equity

Balance at 31 December 2018

355,533

1,687,335

177,765

2,220,633

1.	STATUTORY INFORMATION

MRG Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's

registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The information shown in these financial statements relates to MRG Holdings Limited. Consolidated accounts

have not been produced as both MRG Holding Limited and its subsidiary are consolidated in the ultimate

parent company accounts of Aurelius Equity Opportunities SE & Co. KGaA that are publically available at the

following address : https://aureliusinvest.com

Significant judgements and estimates

In the application of the company's accounting policies, which are described below, the director is required to

make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not

readily apparent from other sources. The estimates and associated assumptions are based on historical

experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimated and underlying assumptions are reviewed on an ongoing basis. Revision to accounting estimates

are recognised in the period in which the estimate is revised if revision affects only that and future periods.

The following are critical judgements including those involving estimations, that the directors have made in the

process of applying the company's accounting policies and that have the most significant effect on the amounts

recognised in the financial statements.

Provision for impairment of fixed asset investment

The company holds an investment in its subsidiary, Wychem Limited. Each year the holding amount of this

investment is assessed to establish if there is evidence that the underlying value of the subsidiary on a fair value

basis is lower than the holding amount. If it is a provision is made to reduce the holding amount to the fair

value of the subsidiary. .

The company has taken advantage of the following disclosure exemptions in preparing these financial

statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative
information in respect of:

-

paragraph 79(a)(iv) of IAS 1;

•

the requirements of paragraphs 10(d), 10)(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D and 111 of IAS 1
Presentation of Financial Statements;

•

the requirements of paragraphs 134 to 136 of IAS 1 Presentation of Financial Statements;

•

the requirements of IAS 7 Statement of Cash Flows.

Taxation

Current taxes are based on the results shown in the financial statements and are calculated according to local

tax rules, using tax rates enacted or substantially enacted by the balance sheet date.

Going concern

The company's main activity is holding a 100% interest in its subsidiary, Wychem Limited. During the year the

company was dormant with a net asset position. There is no requirement for the company to service any group

debt. On this basis, the company remains a going concern.

Fixed asset investment

The fixed asset investment is stated at cost less, where required, provision for permanent diminution in value.

3.	PROFIT BEFORE TAXATION

There were no transactions during the current or previous year.

4.

TAXATION

Analysis of tax expense

No liability to UK corporation tax arose for the year ended 31 December 2018 nor for the year ended

31 December 2017.

5.	INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2018

and 31 December 2018

2,220,633

NET BOOK VALUE

At 31 December 2018

2,220,633

At 31 December 2017

2,220,633

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Wychem Limited

Registered office: Eldo House, Kempson Way, Suffolk Business Park, Bury St Edmunds, Suffolk.

Nature of business: Chemicals manufacture

%

Class of shares:

holding

Ordinary

100.00

6.	CALLED UP SHARE CAPITAL

2018

2017

£

Alloted, called up and fully paid

115,548

Ordinary 'A' shares of £1 each

115,548

Ordinary 'B' shares of £1 each

115,548

71,107

Ordinary 'C' shares of £1 each

71,107

53,330

Ordinary 'D' shares of £1 each

53,330

355,533

All the ordinary shares in the company, notwithstanding their division into separate classes, rank pari pasu in all

respects.

8.	IMMEDIATE AND ULTIMATE PARENT COMPANY

The company's immediate parent company at the balance sheet date was Wychem Holding Limited, registered

in England and Wales.

Aurelius Equity Opportunities SE & Co. KGaA registered in Germany was regarded as the company's ultimate

parent company at the balance sheet date and is the entity for which group accounts are prepared. The Group's

UK address is 3rd Floor, 1 Savile Row, London W1.

Consolidated financial statements for Aurelius Equity Opportunities SE & Co. KGaA are publically available at

the following address : https://aureliusinvest.com

9.	CONTINGENT LIABILITIES

The company has provided an unlimited multi-lateral guarantee secured on its assets, for the bank borrowings

of its subsidiary which at 31 December 2018 were £748,217 (2017: £760,012).