EUROCAP INVESTMENTS PLC - Directors' Report for the Year Ended 31 December 2014

Registered number: 07689390

EUROCAP INVESTMENTS PLC

DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2014

	EUROCAP INVESTMENTS PLC
	COMPANY INFORMATION
Directors	C J Comu
	C Comu (resigned 30 January 2015)
	B Sumner (appointed 30 January 2015)
Company secretary	B Sumner
Registered number	07689390
Registered office	106 Mount Street
	London
	W1K 2TW
Independent auditors	Nyman Libson Paul
	Chartered Accountants & Registered Auditors
	Regina House
	124 Finchley Road
	London
	NW3 5JS

   

	EUROCAP INVESTMENTS PLC
	CONTENTS
		Page
Strategic report	1
Directors' report	2 - 3
Independent auditors' report	4 - 5
Profit and loss account	6
Balance sheet	7
Cash flow statement	8
Notes to the financial statements	9 - 11

EUROCAP INVESTMENTS PLC

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2014

Introduction

The directors present their strategic report for the year ended 31 December 2014.

Business review

The company is quoted on London's GXG First Quote Exchange.

The results for the year show a pre-tax loss of £23,074 (2013: £14,092). The company has made sales of £Nil in this financial period (2013: £10,000).

Principal risks and uncertainties

The principal business risks and uncertainties relate to the company being unable to identify suitable targets for investment. The company continues to seek to make investments in operating companies with proven business models and management teams capable of sustaining growth.

Financial key performance indicators

Given the straightforward nature of the business, the company's directors are of the opinion that analysis using KPI's is not necessary for an understanding of the development, performance or position of the business.

This report was approved by the board on                                                      and signed on its behalf.

B Sumner

Director

Page 1

EUROCAP INVESTMENTS PLC

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2014

The directors present their report and the financial statements for the year ended 31 December 2014.

Principal activities

The principal activity of the company is to identify, acquire and operate businesses on an international basis.

Results

The loss for the year, after taxation, amounted to £23,074 (2013 - loss £14,092).

Directors

The directors who served during the year were:

C J Comu

C Comu (resigned 30 January 2015)

Financial instruments

The company's financial instruments comprise a bank balance, trade creditors and other creditors all arising in the normal course of business. The purpose of these instruments are to finance the company's operations. Due to the nature of the financial instruments used there is no exposure to price risk or credit risk. The company manages its exposure to cash flow risk and liquidity risk by ensuring that funds are available to meet liabilities as they fall due.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, the directors' 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 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 judgments and accounting estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

• 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.

Page 2

EUROCAP INVESTMENTS PLC

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2014

Company's policy for payment of creditors

The company's policy is to agree terms of payment with suppliers in advance of each transaction, to ensure that suppliers are made aware of the terms of payment and to abide by the terms of payment.

Trade creditors at the year end represented 83 days' purchases.

Auditors

The auditors, Nyman Libson Paul, will be proposed for reappointment in accordance with section 489 of the Companies Act 2006.

Disclosure of information to auditors

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:

• so far as that director is aware, there is no relevant audit information of which the company's auditors are unaware, and

• that director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditors are aware of that information.

This report was approved by the board on                                                           and signed on its behalf.

B Sumner

Director

Page 3

EUROCAP INVESTMENTS PLC

INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF EUROCAP INVESTMENTS PLC

We have audited the financial statements of Eurocap Investments PLC for the year ended 31 December 2014, set out on pages 6 to 11. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

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 strategic report and the directors' 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

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 December 2014 and of its loss for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Emphasis of matter

Without qualifying our opinion, we draw your attention to note 1 in the financial statements which indicates that the company has net liabilities at the balance sheet date of £36,863. These circumstances which are detailed fully in note 1 indicate the existence of a material uncertainty in connection with the company's ability to continue as a going concern.

Opinion on other matter prescribed by the Companies Act 2006

In our opinion the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements.

Page 4

EUROCAP INVESTMENTS PLC

INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF EUROCAP INVESTMENTS PLC

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.

Richard Paul (senior statutory auditor)

for and on behalf of

Nyman Libson Paul

Chartered Accountants

Registered Auditors

Regina House

124 Finchley Road

London

NW3 5JS

Date:

Page 5

	EUROCAP INVESTMENTS PLC
	PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2014
			2014		2013
	Note		£		£
TURNOVER	1,2		-		10,000
Administrative expenses			(23,074)		(24,092)
LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION			(23,074)		(14,092)
Tax on loss on ordinary activities			-		-
LOSS FOR THE FINANCIAL YEAR	7		(23,074)		(14,092)

All amounts relate to continuing operations.

There were no recognised gains and losses for 2014 or 2013 other than those included in the profit and loss account.

The notes on pages 9 to 11 form part of these financial statements.

Page 6

EUROCAP INVESTMENTS PLC

REGISTERED NUMBER: 07689390

BALANCE SHEET

AS AT 31 DECEMBER 2014

				2014				2013
	Note	£		£		£		£
CURRENT ASSETS
Cash at bank		2,864				12,177
CREDITORS: amounts falling due within
one year	5	(39,727)				(39,728)
NET CURRENT LIABILITIES				(36,863)				(27,551)
NET LIABILITIES
				(36,863)				(27,551)
CAPITAL AND RESERVES
Called up share capital	6			65,169				51,407
Profit and loss account	7			(102,032)				(78,958)
SHAREHOLDERS' DEFICIT
	8			(36,863)				(27,551)

The financial statements were approved and authorised for issue by the board and were signed on its behalf on

B Sumner

Director

The notes on pages 9 to 11 form part of these financial statements.

Page 7

EUROCAP INVESTMENTS PLC

CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2014

		2014		2013
	Note	£		£
Net cash flow from operating activities	9	(23,075)		(1,376)
CASH OUTFLOW BEFORE FINANCING
		(23,075)		(1,376)
Financing	10	13,762		-
DECREASE IN CASH IN THE YEAR		(9,313)		(1,376)

RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET FUNDS/DEBT

FOR THE YEAR ENDED 31 DECEMBER 2014

	2014		2013
	£		£
Decrease in cash in the year	(9,313)		(1,376)
MOVEMENT IN NET DEBT IN THE YEAR
	(9,313)		(1,376)
Net funds at 1 January 2014	12,177		13,553
NET FUNDS AT 31 DECEMBER 2014	2,864		12,177
The notes on pages 9 to 11 form part of these financial statements.

Page 8

EUROCAP INVESTMENTS PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2014

1. ACCOUNTING POLICIES

1. Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention and in accordance with applicable accounting standards.

1. Going concern

The company has net liabilities at the balance sheet date of £36,863. The shareholders have agreed to provide funds to meet the liabilities of the company as they fall due. The directors therefore consider it appropriate to prepare the financial statements on a going concern basis.

Should such support be withdrawn, the company may be unable to continue trading and adjustments would have to be made to reduce the value of assets to their recoverable amount and to provide for any further liabilities which may arise.

1. Turnover

Turnover comprises revenue recognised by the company in respect of fees and income receivable during the year.

1. Foreign currencies

Monetary assets and liabilities denominated in foreign currencies are translated into sterling at rates of exchange ruling at the balance sheet date.

Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction.

Exchange gains and losses are recognised in the profit and loss account.

1. TURNOVER

The whole of the turnover is attributable to the principal activity of the company. All turnover arose within the United Kingdom.

1. AUDITORS' REMUNERATION

			2014		2013
			£		£
	Fees payable to the company's auditor and its associates for the
	audit of the company's annual accounts		2,400		3,300
4.	STAFF COSTS
	The   company   has   no   employees   other   than   the   directors,		who   did   not		receive   any
	remuneration (2013 - £NIL).

Page 9

EUROCAP INVESTMENTS PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2014

 5. CREDITORS:

Amounts falling due within one year

	2014
	£
Trade creditors	5,216
Other creditors	34,511
	39,727

   

6.	SHARE CAPITAL
		2014
		£
	Allotted, called up and fully paid
	33,850,800 Ordinary shares of €0.0025 each	65,169

During the period, 9,850,000 Ordinary shares of €0.0025 each were issued at par value.

7. RESERVES

At 1 January 2014

Loss for the financial year At 31 December 2014

8. RECONCILIATION OF MOVEMENT IN SHAREHOLDERS' DEFICIT

	2014
	£
Opening shareholders' deficit	(27,551)
Loss for the financial year	(23,074)
Shares issued during the year	13,762
Closing shareholders' deficit	(36,863)

2013

£

5,216

34,512

39,728

2013

£

51,407

Profit and loss account

£

(78,958)

(23,074)

(102,032)

2013

£

(13,459)

(14,092)

-

(27,551)

Page 10

EUROCAP INVESTMENTS PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2014

9. NET CASH FLOW FROM OPERATING ACTIVITIES

	2014		2013
	£		£
Operating loss	(23,074)		(14,092)
(Decrease)/increase in creditors	(1)		12,716
Net cash outflow from operating activities	(23,075)		(1,376)

10. ANALYSIS OF CASH FLOWS FOR HEADINGS NETTED IN CASH FLOW STATEMENT

	2014		2013
	£		£
Financing
Issue of ordinary shares	13,762		-

11. ANALYSIS OF CHANGES IN NET FUNDS

					Other
					non-cash
	1 January		Cash flow		changes		31 December
	2014						2014
	£		£		£		£
Cash at bank and in hand	12,177		(9,313)		-		2,864
Net funds	12,177		(9,313)		-		2,864

12. RELATED PARTY TRANSACTIONS

The Barclay Group Inc made an unsecured loan of £7,028 to the company which remains outstanding as at 31 December 2014. This loan is repayable on demand. The director C J Comu is also a director of The Barclay Group Inc.

13. CONTROLLING PARTY

There is no controlling party as none of the shareholders have a large enough individual share in the company.

Page 11

Registered number: 07689390

EUROCAP INVESTMENTS PLC

DETAILED ACCOUNTS

FOR THE YEAR ENDED 31 DECEMBER 2014

EUROCAP INVESTMENTS PLC

DETAILED TRADING AND PROFIT AND LOSS ACCOUNT

FOR THE YEAR ENDED 31 DECEMBER 2014

		2014		2013
	Page	£		£
TURNOVER	14	-		10,000
LESS: OVERHEADS
Administration expenses	14	(23,074)		(24,092)
LOSS FOR THE YEAR		(23,074)		(14,092)

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EUROCAP INVESTMENTS PLC

SCHEDULE TO THE DETAILED ACCOUNTS

FOR THE YEAR ENDED 31 DECEMBER 2014

	2014		2013
	£		£
TURNOVER
Sales	-		10,000
	2014		2013
	£		£
ADMINISTRATION EXPENSES
Travel and subsistence	701		100
Consultancy	2,000		9,000
Telephone and fax	781		481
Advertising and promotion	474		-
Legal and professional	16,529		2,250
Auditors' remuneration	2,400		3,300
Bank charges	189		308
Bad debts	-		6,690
Difference on foreign exchange	-		274
Sundry expenses	-		1,689
	23,074		24,092

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