IZMIR_PIER_REDEVELOPMENT_ - Accounts
IZMIR_PIER_REDEVELOPMENT_ - Accounts
Company Registration No. 03181374 (England and Wales)
FOR THE YEAR ENDED 31 DECEMBER 2014
COMPANY INFORMATION
Directors
Secretary
Hicham Abdelnour
Company number
Registered office
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2014
- 1 -
The directors present their report and financial statements for the year ended 31 December 2014.
Directors
The following directors have held office since 1 January 2014:
This report has been prepared in accordance with the special provisions relating to small companies within Part 15 of the Companies Act 2006.
On behalf of the board
Director
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2014
- 2 -
2014
2013
Notes
£
£
Turnover
Administrative expenses
(85 )
(70 )
Loss on ordinary activities before taxation
(85 )
(70 )
Tax on loss on ordinary activities
2
-
-
Loss for the year
(85 )
(70 )
The profit and loss account has been prepared on the basis that all operations are continuing operations.
There are no recognised gains and losses other than those passing through the profit and loss account.
BALANCE SHEET
AS AT
31 DECEMBER 2014
- 3 -
2014
2013
Notes
£
£
£
£
Fixed assets
Investments
3
Current assets
Debtors
4
Cash at bank and in hand
Creditors: amounts falling due within one year
5
(447,934 )
(447,934 )
Net current liabilities
(325,955 )
(325,871 )
Total assets less current liabilities
Capital and reserves
6
25,706
25,706
Share premium account
2,431,646
2,431,646
Profit and loss account
(254,686 )
(254,602 )
Shareholders' funds
Directors' responsibilities:
-
-
Approved by the Board and authorised for issue on 1 January 2015
Director
Company Registration No. 03181374
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2014
- 4 -
1
Accounting policies
1.1
Accounting convention
1.2
Compliance with and departure from accounting standards
The financial statements are prepared in accordance with applicable United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), which have been applied consistently (except as otherwise stated).
The financial statements contain information about Izmir Pier Redevelopment Corporation Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company has taken the option under section 398 of the Companies Act 2006 not to prepare consolidated financial statements.
1.3
Investments
Fixed asset investments are stated at cost less provision for diminution in value.
1.4
Foreign Currencies
Transactions in foreign currencies are translated into sterling at the average monthly rate of exchange of the month the transaction occurred. Assets and Liabilities in foreign currencies if any are translated into sterling at the rate prevailing at the balance sheet date .Exchange differences are taken into account at arriving at the operating profit.
2
Taxation
2014
2013
£
£
Total current tax
-
-
Factors affecting the tax charge for the year
Loss on ordinary activities before taxation
(85 )
(70 )
Loss on ordinary activities before taxation multiplied by standard rate of UK corporation tax of 20.00% (2013 - 20.00%)
(17 )
(14 )
Current tax charge for the year
(17 )
(14 )
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2014
- 5 -
3
Fixed asset investments
Listed investments
£
Cost
At 1 January 2014 & at 31 December 2014
2,528,621
Net book value
At 31 December 2014
At 31 December 2013
In the opinion of directors the aggregate value of the company's investment in subsidiary undertakings
is not less than the amount included in the balance sheet.
The company holds more than 20% of the share capital of the following company:
Subsidiary undertaking-Izmer Insaat Sanayi Ticaret ve Turizm A.S,
Country of Registration-Turkey
Class-Ordinary ,
Shares Held %-99.93
4
Debtors
2014
2013
£
£
Trade debtors
Other debtors
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2014
- 6 -
5
Creditors: amounts falling due within one year
2014
2013
£
£
Trade creditors
Other creditors
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2014
- 7 -
6
Share capital
2014
2013
£
£
Allotted, called up and fully paid
Rights of 14,400 'A' Ordinary Shares of £0.01 Each:
To appoint/remove 1 director in accordance with the Articles of Association.
After the 'A' redeemable shares have been redeemed, the 'A' ordinary shares have a right to receive an annual dividend
of 0.00090009% per 'A' ordinary share, of funds available for distribution, payable within 90 days after end of accounting
reference date.
The right to an additional dividend of 0.0009009% per 'A' ordinary share of any remaining distributable funds after all
other dividends have been paid.
On winding up 'A' ordinary shares entitled to 0.00090009% per 'A' ordinary share of all funds available for distribution
after all the 'A' redeemable shares have been redeemed.
Voting on a pall shall entitle the 'A' ordinary shares to three votes for each share held.
Rights of 100,000 'B' Ordinary Shares of £0.01 Each:
To appoint/remove 2 directors in accordance with the articles of Association.
No dividend is payable prior to redemption of 'B' Redeemable shares.
After 'B' Redeemable shares have been redeemed in full to receive an annual dividend of 0.00090009% per 'B' ordinary
share of the amount of funds available for annual dividends. This dividend is payable within 90 days after the end of the
accounting reference date.
A right to a dividend when all the 'B' redeemable shares have been redeemed, in conjunction with the 'A' ordinary
shares amounting to 0.00090009% per 'B' ordinary share of funds available for distribution.
Rights on winding up-once 'A' and 'B' redeemable shares have been redeemed and 'A' ordinary shares have been paid
0.000090009% per 'A' ordinary share of the funds available for distribution, the 'B' ordinary shares are entitled to all the
fund available for distribution.
Voting on poll shall entitle the 'B' Ordinary shares to one vote for each share held.
General Rights of 'A' and 'B' redeemable shares of US$0.01 Each:
All issued shares to be redeemed by 31 December 2002.
The company may redeem Redeemable shares on or after 1 January 1999.
A dividend of US$0.01 per share is payable on each Redeemable share in respect of each accounting reference period
of the company, provided that the company has funds which may be properly applied in payment of a dividend.
On redemption the 'A' and 'B' redeemable shares will receive repayment of the nominal amount on each redeemable
share plus a premium of US$0.99.
Certain events, for example failure by the company to pay a dividend declared on the shares, will present a
"potential event of accelerated redemption", with the happening of such an event, any holder of the shares may covene
a meeting of the members of the company following which redemption of the shares may be made. There are no voting
rights as long as no event occurs that prompts accelerated redemption.If partial redemption occurs the shares to be
redeemed shall be selected by lot.
The provisions of transfer apply to redeemable shares, as set out in the Articles of Association.
Rights Specific to 2,700,000 'A' Redeemable Shares of US$0.01 Each:
Right to be redeemed in priority to all other classes.
On winding up right to repayment in full of the subscription price of 'A' redeemable shares.
No dividend shall be declared on the 'A' Ordinary or 'B' Ordinary shares until all the 'A' Redeemable shares have been
redeemed in full.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2014
6
Share capital
2014
2013
(Continued)
- 8 -
Rights Specific to 1,100,000 'B' Redeemable Shares of US$0.01 Each:
Following redemption in full of the 'A' Redeemable shares, funds available for distribution remaining after the payment
of an annual dividend on the 'A' Ordinary shares shall be used to redeem the 'B' Redeemable shares before any
dividend is made on the 'B' ordinary shares.
7
Ultimate Controlling Party
Cornerstone International Investors III LP. (a limited partnership based in USA) is regarded by the director as being the ultimate controlling company.