GPW + Co Ltd - Limited company accounts 20.1

REGISTERED NUMBER: 05088224 (England and Wales)

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

FOR

GPW + CO LTD

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Consolidated Income Statement

5

Consolidated Other Comprehensive Income

6

Consolidated Balance Sheet

7

Company Balance Sheet

8

Notes to the Consolidated Financial Statements

9

DIRECTORS:

The Rt.Hon Lord Chadlington

Mr P D Pender-Cudlip

Mr P Worman

SECRETARY:

Mr J Singh

REGISTERED OFFICE:

66-67 Newman Street

London

W1T 3EQ

REGISTERED NUMBER:

05088224 (England and Wales)

AUDITORS:

Cube Partners Limited

Chartered Accountants and Registered Auditors

5 Giffard Court

Millbrook Close

Northampton

Northamptonshire

NN5 5JF

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2021.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of risk consultancy

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2021 to the date of this report.

The Rt.Hon Lord Chadlington

Mr P D Pender-Cudlip

Mr P Worman

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors 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 the group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Cube Partners Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

The company has taken advantage of small companies exemption under FRS 102 section 1a.

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 P Worman - Director

19 May 2022

Opinion

We have audited the financial statements of GPW + Co Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2021 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet and Notes to the Financial Statements, 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).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2021 and of the group's profit 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.

Basis for opinion

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 group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'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.

Conclusions relating to going concern

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 group's and the parent 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.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors.

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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company 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 from the requirement to prepare a Group Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We considered the central laws and regulations to the entity and identified those of being of significance to the entity. We undertook an enquiry of management and those charged with governance to evaluate those of significance and any instances of non-compliance.

Through discussion, and where appropriate, written representation, we obtained an understanding of the entity’s policies and procedures on fraud risks, including knowledge of any actual, suspected or alleged fraud.

Where necessary documentation scrutiny was used to determine the significance of any instances of non-compliance of central laws and regulations.

We communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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 risk increases 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 Report of the Auditors.

Use of our report

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 a Report of the Auditors 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.

Steven Jones ACA (Senior Statutory Auditor)

for and on behalf of Cube Partners Limited

Chartered Accountants and Registered Auditors

5 Giffard Court

Millbrook Close

Northampton

Northamptonshire

NN5 5JF

19 May 2022

TURNOVER

5,186,326

4,586,380

Cost of sales

952,279

771,592

GROSS PROFIT

4,234,047

3,814,788

Administrative expenses

3,348,602

3,366,149

885,445

448,639

Other operating income

6,310

6,118

OPERATING PROFIT

891,755

454,757

Interest receivable and similar income

-

101

PROFIT BEFORE TAXATION

891,755

454,858

Tax on profit

201,885

27,239

PROFIT FOR THE FINANCIAL YEAR

689,870

427,619

Profit attributable to:

Owners of the parent

689,870

427,619

PROFIT FOR THE YEAR

689,870

427,619

OTHER COMPREHENSIVE INCOME

Translation reserve movement

3,892

(599

)

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

3,892

(599

)

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

693,762

427,020

Total comprehensive income attributable to:

Owners of the parent

693,762

427,020

FIXED ASSETS

Tangible assets

5

57,116

30,379

Investments

6

1

1

57,117

30,380

CURRENT ASSETS

Debtors

7

2,059,639

1,105,776

Cash at bank

660,533

1,402,423

2,720,172

2,508,199

CREDITORS

Amounts falling due within one year

8

1,056,502

882,134

NET CURRENT ASSETS

1,663,670

1,626,065

TOTAL ASSETS LESS CURRENT LIABILITIES

1,720,787

1,656,445

PROVISIONS FOR LIABILITIES

8,442

-

NET ASSETS

1,712,345

1,656,445

CAPITAL AND RESERVES

Called up share capital

4,401

4,401

Share premium

342

342

Capital redemption reserve

2,852

2,852

Exchange translation reserve

70,585

104,555

Retained earnings

1,634,165

1,544,295

1,712,345

1,656,445

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 19 May 2022 and were signed on its behalf by:

Mr P Worman - Director

FIXED ASSETS

Tangible assets

5

56,933

30,196

Investments

6

34,980

34,980

91,913

65,176

CURRENT ASSETS

Debtors

7

1,844,400

893,166

Cash at bank

303,881

1,012,147

2,148,281

1,905,313

CREDITORS

Amounts falling due within one year

8

2,198,706

1,928,660

NET CURRENT LIABILITIES

(50,425

)

(23,347

)

TOTAL ASSETS LESS CURRENT LIABILITIES

41,488

41,829

PROVISIONS FOR LIABILITIES

8,442

-

NET ASSETS

33,046

41,829

CAPITAL AND RESERVES

Called up share capital

4,401

4,401

Share premium

342

342

Capital redemption reserve

2,852

2,852

Retained earnings

25,451

34,234

33,046

41,829

Company's profit for the financial year

591,217

22,310

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 19 May 2022 and were signed on its behalf by:

Mr P Worman - Director

1.	STATUTORY INFORMATION

GPW + Co Ltd 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 General Information page.

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

These financial statements have been prepared using the historical cost convention except, as disclosed in the accounting policies, certain items are shown at fair value. The financial statements are prepared on a going concern basis on the basis of the overall positive consolidated balance sheet position of the group as a whole.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary

undertakings drawn up to the balance sheet date.

No Profit and Loss Account is presented for the company as permitted by section 408 of the Companies Act 2006.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirers interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full. Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group's equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder's share of changes in equity since the date of the combination.

Significant judgements and estimates

The group and company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.

(i) Useful economic lives of tangible assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

(ii) Impairment of debtors

The group and company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers,factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience

(iii) Work in Progress

Recognised amounts of contract revenue and related work in progress reflect management's best estimate of each contract's outcome and stage of completion. This includes the assessment of profitability of ongoing contracts. For more complex contracts; in particular those that are ongoing and may expand as a consequence of our findings, the costs of completion and contract profitability are sometimes uncertain.

Revenue recognition

Revenue from rendering of services is recognised at the fair value of consideration received or receivable and represent amounts receivable for the services provided during the normal course of business.

Revenue from service contracts is recognised using the percentage of completion method, measured by the percentage of time incurred to the total estimated time for each contract. Contract cost include all direct professional services and those indirect costs related to contract performance. When estimates indicate a probable ultimate loss, the full amount of loss is accrued.

Revenue excludes value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life:

- 25% on cost

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 22 (2020 - 20 ) .

4.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

5.	TANGIBLE FIXED ASSETS

Group

Plant and

machinery

etc

£

COST

At 1 January 2021

63,496

Additions

40,939

At 31 December 2021

104,435

DEPRECIATION

At 1 January 2021

33,117

Charge for year

14,202

At 31 December 2021

47,319

NET BOOK VALUE

At 31 December 2021

57,116

At 31 December 2020

30,379

Company

Plant and

machinery

etc

£

COST

At 1 January 2021

46,180

Additions

40,939

At 31 December 2021

87,119

DEPRECIATION

At 1 January 2021

15,984

Charge for year

14,202

At 31 December 2021

30,186

NET BOOK VALUE

At 31 December 2021

56,933

At 31 December 2020

30,196

6.	FIXED ASSET INVESTMENTS

Group

Other

investments

£

COST

At 1 January 2021

and 31 December 2021

1

NET BOOK VALUE

At 31 December 2021

1

At 31 December 2020

1

Company

Shares in

group

Other

undertakings

investments

Totals

£

£

£

COST

At 1 January 2021

and 31 December 2021

34,979

1

34,980

NET BOOK VALUE

At 31 December 2021

34,979

1

34,980

At 31 December 2020

34,979

1

34,980

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

Subsidiaries

GPW (Middle East) Ltd FZE

Registered office: Suite 245, One Central, DWTC, Dubai, United Arab Emirates

Nature of business:

%

Class of shares:

holding

Ordinary

100.00

2021

2020

£

£

Aggregate capital and reserves

1,178,635

1,360,168

(Loss)/profit for the year

(202,234

)

203,733

GPW Asia Pte Ltd

Registered office: 6A Shenton Way, Singapore 068815

Nature of business:

%

Class of shares:

holding

Ordinary

100.00

2021

2020

£

£

Aggregate capital and reserves

539,204

228,987

Profit for the year

300,972

201,575

GPW Sovereign Debt Advisors Ltd

Registered office: 30 Newman Street, London, United Kingdom, W1T 1PT

Nature of business:

%

Class of shares:

holding

Ordinary

100.00

2021

2020

£

£

Aggregate capital and reserves

915

1,000

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2021

2020

2021

2020

£

£

£

£

Trade debtors

1,038,004

633,482

871,012

456,488

Amounts owed by group undertakings

250,098

250,098

251,098

250,098

Other debtors

771,537

222,196

722,290

186,580

2,059,639

1,105,776

1,844,400

893,166

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2021

2020

2021

2020

£

£

£

£

Trade creditors

197,794

140,754

161,092

114,660

Amounts owed to group undertakings

-

-

1,534,200

1,373,378

Taxation and social security

184,712

145,387

123,628

113,040

Other creditors

673,996

595,993

379,786

327,582

1,056,502

882,134

2,198,706

1,928,660

9.	ULTIMATE PARENT COMPANY

GPW Group Limited is regarded by the directors as being the company's ultimate parent company.