APACHE_CAPITAL_PARTNERS_L - Accounts

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 December 2021 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

Apache Capital Partners Limited is a private company limited by shares incorporated in England and Wales. The registered office is Richard House, 9 Winckley Square, Preston, PR1 3HP.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The Directors are required to assess whether the use of going concern in appropriate, i.e whether there are any material uncertainties related to events or conditions that may cast significant doubt on the ability of the company to continue as a going concern. The Directors make this assessment in respect of a period of at least one year from the date of authorisation of the accounts. At the date of approving these accounts, the Directors consider that the company has sufficient funds to meet liabilities as they fall due for a period of at least twelve months from the date of the signing of the accounts and as such the preparation of the accounts on a going concern basis is appropriate.

Turnover represents amounts receivable for services net of VAT.

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 judgements and estimates relate to the calculation of depreciation and the valuation of investments.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The average monthly number of persons (including directors) employed by the company during the year was:

The dividends paid in the year have resulted in a deficit on reserves and will therefore be repaid. The forecast prepared at the time of declaring the dividends suggested that funds would be sufficient. Adjustments to the reserves following the forecast have resulted in reserves being insufficient. The directors undertake to to make no further distributions until such time as there are reserves available for the purpose.

The company owns 99.9% of the share capital of Apache Bahrain Consultancy WLL, a company incorporated in the Kingdom of Bahrain. The principal activity of the company is that of management consultancy.

The company owns 100% of the share capital of Apache Capital (BTR Prime 1) Limited. The principal activity of the company is property development.

During the year the company acquired 100% of the share capital in Apache Capital (BTR Prime 2) Limited. The principal activity of the company is property development.

The company also owns 33.3% of the share capital of Moda Life Management Limited and 100% of the share capital of Present Made Limited. The principal activity of Present Made Limited is property development.

The company also owns shares in Barkby Group Plc and Semble Network Limited.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

As at 31 December 2021, there was an amount of £Nil (2020 £273,262) due from Directors. At the start of the year an amount of £234,056 was due from Directors. Advances in the year totalled £301,680. All balances were transferred to the parent company Apache Holdings Limited on 31 December 2021. The total transferred represents the highest amount repayable in the year, £535,628. No interest was payable on the balances.

Apache Bahrain Consultancy WLL is considered to be a related party as it is a subsidiary of Apache Capital Partners Limited. Apache Capital (BTR Prime 1) Limited is considered to be a related party as it is a subsidiary of Apache Capital Partners Limited. Apache Capital (BTR Prime 2) is considered to be a related party as it is a subsidiary of Apache Capital Partners Limited. Present Made (Houghton Conquest) Devco Limited is considered to be a related party as it is a subsidiary of Apache Holdings Limited. Present Made Limited is considered to be a related party as it is a subsidiary of Apache Holdings Limited.

During the year, management fees of £1,865,708 (2020 £2,000,000) were invoiced by Apache Capital Partners Limited to Apache Bahrain Consultancy WLL and dividends of £Nil (2020 £900,000) were received. An amount of £1,650,167 (2020 £2,200,875) was due to Apache Bahrain Consultancy WLL at the year end. Fees included in accrued income were £1,160,000 (2020 £1,855,708).

During the year, management fees of £2,000,000 (2020 £2,765,000) were invoiced by Apache Capital Partners Limited to Apache Capital (BTR Prime 1) Limited. Fees included in accrued income were £1,755,000 (2020 £2,000,000). An amount of £1,340,273 (2020 £2,944,106) was due to Apache Capital (BTR Prime 1) Limited at the year end. During the year Apache Capital Partners Limited received dividends of £1,500,000 from Apache Capital (BTR Prime 1) Limited.

During the year Apache Capital Partners Limited received dividends of £600,000 from Apache Capital (BTR Prime 2) Limited. Accrued management fees due from Apache Capital (BTR Prime 2) Limited were £390,000 (2020 £Nil).

During the year, cost recoveries of £200,000 were chargeable by Apache Capital Partners Limited to Present Made (Houghton Conquest) Devco Limited An amount of £193,734 was due to Present Made (Houghton Conquest) Devco Limited at the year end.

Included in accrued income is £148,535 due from Present Made limited.

During the year, dividends of £700,000 (2021 £500,000) were paid to Apache Holdings Limited. Due to the level of reserves the dividend is due to be repaid. At the time that dividends were declared, based on in year accounts and a year end forecast, it was believed that reserves would be sufficient but a number of accounting adjustments and exceptional expenditure resulted in there being unsufficient reserves.

The ultimate parent company is Apache Holdings Limited, a company registered in England and Wales. The registered office is Richard House, 9 Winckley Square, Preston, PR1 3HP.

The Company is defending itself against legal proceedings brought against it and two companies it advises by a former development and operational partner on that project. Due to the nature of the claim, it is not possible at this stage to quantify the amounts of the claim. The Directors are actively resisting the claim and have reason to believe that no liability will arise. Accordingly, no provision is made in the accounts.

A prior year adjustment has been included in respect of a bonus accrual for each year. The payment of bonuses each year is considered to result in a constructive obligation which should be reflected in the year to which the bonus relates.