NEGOTIUM_GROUP_LIMITED - Accounts
NEGOTIUM_GROUP_LIMITED - Accounts
Company Registration No. 04477179 (England and Wales)
FOR THE YEAR ENDED 31 DECEMBER 2015
COMPANY INFORMATION
Directors
Secretary
Company number
Registered office
Auditors
Business address
1 Berkeley Street
LONDON
W1J 8DJ
CONTENTS
Page
Directors' report
1
Independent auditors' report
2 - 3
Profit and loss account
4
Balance sheet
5
Notes to the financial statements
6 - 9
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2015
- 1 -
The directors present their report and financial statements for the year ended 31 December 2015.
Directors
The following directors have held office since 1 January 2015:
Auditors
The auditors, Craufurd Hale Audit Services Limited, are deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of directors' responsibilities
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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 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 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.
Statement of disclosure to auditors
This report has been prepared in accordance with the special provisions relating to small companies within Part 15 of the Companies Act 2006.
On behalf of the board
Director
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF NEGOTIUM GROUP LIMITED
- 2 -
We have audited the financial statements of Negotium Group Limited for the year ended 31 December 2015 which comprise the Profit and Loss Account, the Balance Sheet and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and the Financial Reporting Standard for Smaller Entities (effective January 2015) (United Kingdom Generally Accepted Accounting Practice applicable to Smaller Entities).
This report is made solely to the company’s members, as a body, 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 as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the company's circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements. In addition, we read all the financial and non-financial information in the Annual Report to identify material inconsistencies with the audited financial statements and to identify any information that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.
Opinion on financial statements
-
give a true and fair view of the state of the company's affairs as at 31 December 2015 and of its profit for the year then ended;
-
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice applicable to Smaller Entities; and
-
have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements.
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF NEGOTIUM GROUP LIMITED
- 3 -
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where 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; or
-
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from preparing a strategic report.
for and on behalf of Craufurd Hale Audit Services Limited
Chartered Accountants
Statutory Auditor
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2015
- 4 -
2015
2014
Notes
£
£
Operating loss
-
-
Investment income
2
Profit on ordinary activities before taxation
Tax on profit on ordinary activities
3
-
-
Profit for the year
9
BALANCE SHEET
AS AT
31 DECEMBER 2015
- 5 -
2015
2014
Notes
£
£
£
£
Fixed assets
Investments
5
Current assets
Debtors
6
Creditors: amounts falling due within one year
7
(858,771 )
(858,771 )
Net current assets
Total assets less current liabilities
Capital and reserves
Called up share capital
8
Profit and loss account
9
Shareholders' funds
Approved by the Board for issue on 12 August 2016
Director
Company Registration No. 04477179
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2015
- 6 -
1
Accounting policies
1.1
Accounting convention
1.2
Compliance with accounting standards
The financial statements are prepared in accordance with applicable United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), which have been applied consistently (except as otherwise stated).
1.3
Investments
Fixed asset investments are stated at cost less provision for diminution in value.
1.4
Group accounts
The financial statements present information about the company as an individual undertaking and not about its group. The company and its subsidiary undertakings comprise a small-sized group. The company has taken advantage of the exemptions provided by section 398 of the Companies Act 2006 not to prepare group accounts.
The expenses of the business are dealt with via the trading subsidiary Human Capital Search Limited.
The expenses of the business are dealt with via the trading subsidiary Human Capital Search Limited.
2
Investment income
2015
2014
£
£
Income from shares in group undertakings
3
Taxation
On the basis of these financial statements no provision needs to be made for corporation tax.
4
Dividends
2015
2014
£
£
Ordinary dividends
-
507,283
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2015
- 7 -
5
Fixed asset investments
Shares in group undertakings and participating interests
£
Cost
At 1 January 2015 & at 31 December 2015
28,002
Net book value
At 31 December 2015
At 31 December 2014
Holdings of more than 20%
The company holds more than 20% of the share capital of the following companies:
Company
Country of registration or
Shares held
incorporation
Class
%
Subsidiary undertakings
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
The aggregate amount of capital and reserves and the results of these undertakings for the last relevant financial year were as follows:
Capital and reserves
Profit/(loss) for the year
2015
2015
Principal activity
£
£
1,011,485
16,823
885,769
73,575
763,469
204,667
776,586
(88,321)
(259,592)
(91,131)
The financial statements of Human Capital Search Sarl and Human Capital Inc are unaudited.
The financial statements of Human Capital Search Limited, Human Capital Search Pte Limited and Human Capital Search HK Limited are subject to audit.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2015
- 8 -
6
Debtors
2015
2014
£
£
Amounts owed by group undertakings and undertakings in which the company has a participating interest
7
Creditors: amounts falling due within one year
2015
2014
£
£
Amounts owed to group undertakings and undertakings in which the company has a participating interest
8
Share capital
2015
2014
£
£
Allotted, called up and fully paid
Ordinary C shares rank pari-passu with all other shares of the same class except that the holders shall have no rights to attend or vote at general meetings of the company. No Ordinary C shares have been issued to date.
9
Statement of movements on profit and loss account
Profit and loss
account
account
£
Balance at 1 January 2015
Profit for the year
Balance at 31 December 2015
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2015
- 9 -
10
Control
The immediate parent company is Freshname No. 410 Limited, a company incorporated in England and Wales.
The ultimate parent company is Freshname No. 411 Limited, a company incorporated in England and Wales.
11
Related party relationships and transactions
Amounts due to and from members of the group were:
Due from:
Human Capital Search Limited: £1,590,329 (2014: £1,105,997)
Due to:
Human Capital Inc.: £5 (2014: £5)
Human Capital Search Pte: £13,400 (2014: £13,400)
Human Capital Search HK Limited: £83 (2014: £83)
Freshname No. 410 Limited: £845,283 (2014: £845,283).
Dividends:
Payable to:
Freshname No. 410 Limited: £0 (2014: £507,283).
Receivable from:
Human Capital Search Pte:£484,332 (2014: £0)
Human Capital Inc.: £0 (2014: £505,111).