KRB Capital Limited - Limited company accounts 22.3

REGISTERED NUMBER: 13414947 (England and Wales)

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE PERIOD 24 MAY 2021 TO 31 MAY 2022

FOR

KRB CAPITAL LIMITED

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

4

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

13

DIRECTORS:

K Bhojwani

Miss S Nair

D Nair

SECRETARY:

REGISTERED OFFICE:

Ground Floor Office

No 9 Ritz Parade

London

W5 3RA

REGISTERED NUMBER:

13414947 (England and Wales)

AUDITORS:

Butler & Co LLP

Chartered Accountants

& Statutory Auditor

Third Floor

126-134 Baker Street

London

W1U 6UE

The directors present their report with the financial statements of the company for the period 24 May 2021 to 31 May 2022.

INCORPORATION

The company was incorporated on 24 May 2021 .

REVIEW OF BUSINESS

The company will operate a restaurant at 42A South Audley Steet, Mayfair, London. The property is currently being refurbished and expected to open as a French Mediterranean Bistro by February 2023. The restaurant will be jointly run with the world renowned Mr Claude Bossi.

DIRECTORS

K Bhojwani has held office during the whole of the period from 24 May 2021 to the date of this report.

Other changes in directors holding office are as follows:

Miss S Nair - appointed 31 March 2022

D Nair - appointed 31 March 2022

All the directors who are eligible offer themselves for election at the forthcoming first Annual General Meeting.

DIRECTORS' RESPONSIBILITIES STATEMENT

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 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 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 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.

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 company'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 company's auditors are aware of that information.

AUDITORS

The auditors, Butler & Co LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

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:

K Bhojwani - Director

17 January 2023

Opinion

We have audited the financial statements of KRB Capital Limited (the 'company') for the period ended 31 May 2022 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 company's affairs as at 31 May 2022 and of its loss for the period 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 company 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 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.

Emphasis of matter

Material uncertainty related to the entity's ability to operate as a going concern exists. However, the parent company has provided assurances that it would continue to support the entity as a going concern and meet its liabilities as they fall due as stated in Going concern policy (note 2) of the financial statements. The audit opinion is not modified in respect of this matter.

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 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, 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; or

-	the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement 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 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 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:

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.

- Enquiries of management, concerning the company's policies and procedures relating to:

* Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance

* Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud.

- Discussions among the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. We also obtained an understanding of the legal and regulatory frameworks that the company operates in.

- Performed analytical review procedures to identify any unusual transactions or relationships

- Tested journal entries to identify any unusual transactions

- Reviewed and tested material accounting estimates for reasonableness

- Reviewed for appropriateness and reasonableness of accounting policies used.

As a result of performing the above, we did not identify any key audit matters related to the potential risk of fraud or non-compliance.

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.

Sanjeev Phadke (Senior Statutory Auditor)

for and on behalf of Butler & Co LLP

Chartered Accountants

& Statutory Auditor

Third Floor

126-134 Baker Street

London

W1U 6UE

17 January 2023

TURNOVER

-

Cost of sales

13,077

GROSS LOSS

(13,077

)

Administrative expenses

28,071

OPERATING LOSS and

LOSS BEFORE TAXATION

(41,148

)

Tax on loss

5

-

LOSS FOR THE FINANCIAL PERIOD

(41,148

)

LOSS FOR THE PERIOD

(41,148

)

OTHER COMPREHENSIVE INCOME

-

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

(41,148

)

FIXED ASSETS

Intangible assets

6

18,042

CURRENT ASSETS

Debtors

7

4,971

Cash at bank

25,664

30,635

CREDITORS

Amounts falling due within one year

8

89,824

NET CURRENT LIABILITIES

(59,189

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(41,147

)

CAPITAL AND RESERVES

Called up share capital

9

1

Retained earnings

10

(41,148

)

SHAREHOLDERS' FUNDS

(41,147

)

The financial statements were authorised for issue by the Board of Directors and authorised for issue on 17 January 2023 and were signed on its behalf by:

K Bhojwani - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

1

-

1

Total comprehensive income

-

(41,148

)

(41,148

)

Balance at 31 May 2022

1

(41,148

)

(41,147

)

Cash flows from operating activities

Cash generated from operations

1

44,010

Net cash from operating activities

44,010

Cash flows from investing activities

Purchase of intangible fixed assets

(18,347

)

Net cash from investing activities

(18,347

)

Cash flows from financing activities

Share issue

1

Net cash from financing activities

1

Increase in cash and cash equivalents

25,664

Cash and cash equivalents at beginning of period

2

-

Cash and cash equivalents at end of period

2

25,664

1.	RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

£

Loss before taxation

(41,148

)

Depreciation charges

305

(40,843

)

Increase in trade and other debtors

(4,971

)

Increase in trade and other creditors

89,824

Cash generated from operations

44,010

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Period ended 31 May 2022

31/5/22

24/5/21

£

£

Cash and cash equivalents

25,664

-

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 24/5/21

Cash flow

At 31/5/22

£

£

£

Net cash

Cash at bank

-

25,664

25,664

-

25,664

25,664

Total

-

25,664

25,664

1.	STATUTORY INFORMATION

KRB Capital Limited 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 Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Significant judgements and estimates

Key sources of estimation uncertainty and judgements : The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgement that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reported period.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Trade mark are being amortised evenly over their estimated useful life of five years.

Branding costs are being amortised evenly over their estimated useful life of five years.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the 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 period 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.

Going concern

The financial statements have been prepared on a going concern basis on the assumption that the company will continue to trade in the foreseeable future. The Company Directors having made appropriate enquiries consider that adequate resources exist for the company to continue in operational existence for the foreseeable future. The company has received confirmation from its parent of continued support to meet its liabilities as they fall due and has received similar confirmation from its ultimate parent company. Therefore, the directors are of the opinion that it is appropriate to adopt the going concern basis in preparing the financial statements.

3.	EMPLOYEES AND DIRECTORS

£

Wages and salaries

13,077

The average number of employees during the period was as follows:

Management

1

£

Directors' remuneration

-

4.	OPERATING LOSS

The operating loss is stated after charging:

£

Trade mark amortisation

237

Branding costs amortisation

68

Auditors' remuneration

1,500

5.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the period.

6.	INTANGIBLE FIXED ASSETS

Trade

Branding

mark

costs

Totals

£

£

£

COST

Additions

14,222

4,125

18,347

At 31 May 2022

14,222

4,125

18,347

AMORTISATION

Amortisation for period

237

68

305

At 31 May 2022

237

68

305

NET BOOK VALUE

At 31 May 2022

13,985

4,057

18,042

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

VAT

4,971

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

Trade creditors

17,100

Amounts owed to group undertakings

65,824

Accrued expenses

6,900

89,824

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

value:

£

1

Ordinary

£1.00

1

1 Ordinary share of £1.00 was allotted and fully paid for cash at par during the period.

10.

RESERVES

Retained

earnings

£

Deficit for the period

(41,148

)

At 31 May 2022

(41,148

)

11.	ULTIMATE CONTROLLING PARTY

The company is a subsidiary of S Fiori Limited (England & Wales) which is a subsidiary of LSL Capital Limited ( England & Wales).

The ultimate controlling party of the company is LSL Holdings Pvt Ltd, a company incorporated in India. The financial statements are consolidated in the financial statements of Leela Hospitality Pvt Ltd, and is available from 703 Leela Business Park, Andheri - Kurla Road, Andheri (East), Mumbai - 400059, India.