Registered number:
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
COMPANY INFORMATION
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NORTHLAND CAPITAL PARTNERS LIMITED
CONTENTS
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NORTHLAND CAPITAL PARTNERS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023
The directors present the strategic report for Northland Capital Partners Limited (the 'Company') for the year ended 31 March 2023.
The Directors hereby report the Company’s trading results for the year ended 31 March 2023. The Company continues its business relationship with Baden Hill LLP under the trading name Baden Hill and is focused on enhancing and diversifying current revenue streams.
The Company's business is highly dependent on stock market conditions, the inherent risks arising in the markets and sectors in which its clients operate, and the wider geo-political environment, including risks arising from the UK's withdrawal from the EU, as a whole. The Company is exposed to interest rate risk, liquidity risk, market risk, and credit risk. All risks are monitored by the Board of Directors and the management team and wherever possible mitigation action is taken.
The Company's policy in respect of interest rate risk and liquidity risk is to retain in readily accessible bank deposit accounts sufficient funds to enable the Company to meet its debts as they fall due, whilst earning interest at a commercial rate. The Company monitors its liquidity risk and financial resources on a continuous basis through rolling forecasts and expected cash flows. The Company does not hold hedging instruments in respect of foreign currency risk, as the Directors consider the Company's foreign exchange balances and risks to be negligible. The Company is primarily exposed to market risk arising from adverse movements in equity prices. Market risk is controlled by monitoring and administering tight limited on the level of equity positions. The maximum exposure to market risk is represented by the carrying value of the equity positions and derivative financial assets held. The Company does not use derivative financial instruments for speculative purposes. The Company's principal financial assets are bank balances and cash, trade and other receivables, and investments. The Company's credit risk is primarily attributable to its trade receivable. The amounts presented in the balance sheet are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. The Company has no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers.
The main KPIs of the business during the period relates to its ongoing business via Baden Hill LLP. The related turnover in 2023 amounted to £483k (2022: £513k) with a gross profit percentage of 3% (2022: 6%).
There have been no Board changes this year and the Board continues to be Tania Maciver as Director and Corporate Secretary and Robert Johnson as Chairman and CEO.
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NORTHLAND CAPITAL PARTNERS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
Given the current scaled back version of the business, it is the Board’s view that Other Key Performance indicators are not relevant or meaningful at this time.
We, as Directors of the Company, uphold the professional conduct and obligations as outlined under section 172(1) of the Companies Act 2006 ('Section 172'). Giving our compliance to this code of conduct, we as Directors, act in a way that we consider to most likely to promote the success of the company for the benefit of its owners. Our commitment to uphold such professional integrity encompasses the following factors (amongst many other considerations):
•The likely consequences of any decision in the long term. •The interests of the Company's employees. •The need to foster the Company's business relationships with suppliers, customers, and all other external and internal stakeholders. •The impact of the Company's operations on the wider community and the environment. •The necessity of the Company to maintain a reputation for high standards of business conduct at all times. •The requirement to act fairly with, and between, owners of the Company. The likely consequences of any decision in the long term Consideration of the consequences of any decision in both the short, medium and long term is duly considered as part of the decision-making process. The interests of the company's employees The company has no employees other than the directors. The need to foster the group's business relationships with suppliers, customers, and others Our customers are at the heart of everything we do. As a result, the relationships with our customers and our suppliers are very important. We have nominated responsibility within each of our trading divisions who maintain our supplier relationships. The impact of the company's operations on the community and the environment The impact of our operations on the community and the environment is very important to us and that is why we regularly review our processes and procedures to seek continual improvements in this respect. At our offices, we promote waste reduction, the conservation of water and energy, and movement towards a paperless workplace. We purchase sustainable recyclable supplies and comply with all energy conservation and recycling programs required by our local municipalities, such as: • Separating recyclables such as bottles, plastics and paper from other trash and food waste. • Our office and IT equipment as well as our appliances are ENERGY STAR rated. Office equipment goes into sleep mode when inactive. The desirability of the company maintaining a reputation for high standards of business conduct Our company core values set out the values that are a fundamental part in how we deliver our mission. Our core values include communicating honestly and openly in our interactions and set the standard for how we maintain high standards of business conduct. The requirement to act fairly with, and between, owners of the Company Excellent communication and strong policies and procedures ensure that all members act consistently and in line with our brand principles.
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NORTHLAND CAPITAL PARTNERS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
Looking ahead over the next financial year, the Company is well placed from a cost standpoint and looks to bring in further transactions as well as to enter additional strategic relationships. After fairing reasonably well through the Covid disruptions, the Company is seeking growth opportunities by adding clients, partnerships, or new investments in the coming year.
The Directors have complied with s414c of the Companies Act 2006 in preparing this strategic report.
This report was approved by the board and signed on its behalf.
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NORTHLAND CAPITAL PARTNERS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2023
The directors present their report and the financial statements for the year ended 31 March 2023.
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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;
∙make judgements 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 to 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.
The Company has adopted Financial Reporting Standard 102 (FRS 102) in the preparation of these financial statements.
On 1st August 2017 the Company entered in an agreement with Baden Hill LLP which operates as a trading name of Northland Capital Partners Limited providing corporate broking services to UK equities. Revenue generated through the Company is apportioned on the basis of origination. Further details are set out in note 19.
The Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the forseeable future. Thus they continue to adopt the going concern basis in preparing the annual financial statements.
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NORTHLAND CAPITAL PARTNERS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
The loss for the year, after taxation, amounted to £275,946 (2022 - profit £309,021).
During the current or prior years no dividends were declared.
The directors who served during the year were:
The company continues to maintain strong relationships with Baden Hill LLP, its customers and its wider suppliers.
As permitted by paragraph 1A of schedule 7 to the Large and Medium-sized Companies and Groups (Accounts
and Reports) Regulation 2008, certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report. These matters relate to future developments and the financial risk management objectives and policies.
There have been no significant events affecting the Company since the year end.
The auditors, Xeinadin Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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NORTHLAND CAPITAL PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NORTHLAND CAPITAL PARTNERS LIMITED
We have audited the financial statements of Northland Capital Partners Limited (the 'Company') for the year ended 31 March 2023, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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NORTHLAND CAPITAL PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NORTHLAND CAPITAL PARTNERS LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙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; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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NORTHLAND CAPITAL PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NORTHLAND CAPITAL PARTNERS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
∙Enquiry of management and those charged with governance around actual and potential litigation and claims to identify any instances of non-compliance with laws and regulations;
∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This riskincreases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
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NORTHLAND CAPITAL PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NORTHLAND CAPITAL PARTNERS LIMITED (CONTINUED)
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.
for and on behalf of
Chartered Accountants
Statutory Auditors
8th Floor
Becket House
36 Old Jewry
EC2R 8DD
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NORTHLAND CAPITAL PARTNERS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
REGISTERED NUMBER: 02617599
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 16 to 31 form part of these financial statements.
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NORTHLAND CAPITAL PARTNERS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
Northland Capital Partners Limited (the "Company") is a private limited company incorporated in the United Kingdom under the Companies Act. The address of the registered office is given on the Company Information page. The nature of the Company's operations and its principal activities are set out in the Directors' Report on page 2.
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) issued by the Financial Reporting Council.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the strategic report. The directors' report further describes the financial position of the Company; its cash flows, liquidity position and borrowing facilities; the Company's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities and its exposure to credit risk and liquidity risk.
The Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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.
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
2.Accounting policies (continued)
Assets, other than those measured at fair value, are assessed for indicators of impairments at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
Non-financial assets An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a Cash Generating Unit (CGU), the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU. Financial assets For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the financial asset's original effective interest rate. For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date. Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable amount value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
2.Accounting policies (continued)
Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. Where a contract has only been partially completed at the balance sheet date turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the balance sheet date. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and incuded as part of creditors due within one year.
Functional and presentation currency
Transactions and balances
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
2.Accounting policies (continued)
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
2.Accounting policies (continued)
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estiamte is revised if the revision affects only that period, or in the period of the revision and future period if the revision affects both the current and future periods. Critical judgements in applying the Company's accounting policies The following are the critical judgements, apart from those involving estimations (which are dealt with separately below), 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. Derivative financial assets The Company receives derivative financial assets through the normal course of its business. The fair value of derivative financial assets is reviewed at each balance sheet date by use of the Black-Scholes pricing model. The Company treats its derivative financial assets as a portfolio and estimates volatility (a key input to the Back-Scholes model) based on the volatility of the Aim index. Where an individual derivative instrument is particularly significant compared to the portfolio as a whole, the volatility of the individual underlying instrument, rather than the Aim index is used as an input in the pricing model. For the derivatives valued using a portfolio approach, the volatility used is a subjective judgement.
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
Capital risk management
The Company manages its capital to ensure that it is able to continue as a going concern. The capital structure consists solely of shareholders' equity, comprising issued capital, reserves, and retained earnings. Externally imposed capital requirement The Company is subject to the Capital Requirements Directive, which sets out minimum levels of capital required to carry out certain regulated activities. The Company was compliant with its regulatory capital requirements at 31 March 2023. Liquidity risk management The Company monitors its cash flow on a daily basis to ensure that cash flows will adequately meet future funding commitments.
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
Share premium account
Capital redemption reserve
Profit and loss account
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NORTHLAND CAPITAL PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
On 1st August 2017 the Company entered into an agreement with Baden Hill LLP, (registered in England and Wales as number OC372657) which operates as a boutique corporate finance advisor offering a range of investment banking services based around relationship-driven investment advice, research, sales and trading ideas in UK and European mid and large cap equities. Baden Hill operates as a trading name of the company and all turnover generated as a result of this agreement is invoiced by the Company and then, depending on the apportionment agreed by the Company with Baden Hill for each transaction, an amount is remitted to Baden Hill after deducting certain agreed charges. Consequently, turnover is grossed up by Baden Hill related transactions. In the financial year ended 2023 total turnover attributable to the Baden Hill arrangement was £483,270 (2022: £513,276). The agreement is subject to cancellation with six months' notice following the first anniversary of signing.
Mr Robert Alan Johnson is the ultimate controlling party by virtue of his shareholding.
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