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Registered number: 03799866
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BLACK SWAN CAPITAL LTD
DIRECTORS' REPORT AND FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE PERIOD ENDED 31 DECEMBER 2022
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BLACK SWAN CAPITAL LTD
REGISTERED NUMBER:03799866
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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TOTAL ASSETS LESS CURRENT LIABILITIES
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Creditors: amounts falling due after more than one year
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PROVISIONS FOR LIABILITIES
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BLACK SWAN CAPITAL LTD
REGISTERED NUMBER:03799866
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2022
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 11 form part of these financial statements.
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
Black Swan Capital Ltd is a private company limited by shares. The company was incorporated in England on the 2 July 1999. The registered office can be found in the company information page at the front of these financial statements.
2.ACCOUNTING POLICIES
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BASIS OF PREPARATION OF FINANCIAL STATEMENTS
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The following principal accounting policies have been applied:
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EXEMPTION FROM PREPARING CONSOLIDATED FINANCIAL STATEMENTS
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The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable.
Revenue represents income receivable by the Company in respect of fees and commission earned during the year.
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OPERATING LEASES: THE COMPANY AS LESSEE
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Interest income is recognised in profit or loss using the effective interest method.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.ACCOUNTING POLICIES (continued)
DEFINED CONTRIBUTION PENSION PLAN
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.
Goodwill
Black Swan Capital Ltd has purchased the customer lists of various retiring IFA's, in return for which a certain percentage of commissions received by Black Swan is payable to the ceding IFA. The payments are in return for a transfer of full economic rights to Black Swan Capital, and hence in substance goodwill.
Accordingly, an estimate of future payments to the ceding IFA's under the terms of the agreement has been capitalised as goodwill, and the corresponding entry recorded as a liability. An impairment review of the goodwill takes place annually.
Amortisation is calculated so as to write off the goodwill in line with the actual payments made to the ceding IFA's for the durations of the agreement.
Black Swan Capital Ltd has also purchased the customer list of retiring IFAs for fixed considerations. These are normally amortised over a period of 5 to 10 year from acquisition.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
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.
The estimated useful lives range as follows:
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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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.ACCOUNTING POLICIES (continued)
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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CASH AND CASH EQUIVALENTS
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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PROVISIONS FOR LIABILITIES
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Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of financial position.
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.ACCOUNTING POLICIES (continued)
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from third parties and loans to related parties.
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The average monthly number of employees, including directors, during the period was 17 (2021: 15).
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Charge for the period on owned assets
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Charge for the period on owned assets
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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DUE AFTER MORE THAN ONE YEAR
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Prepayments and accrued income
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CASH AND CASH EQUIVALENTS
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CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
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Other taxation and social security
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Obligations under finance lease and hire purchase contracts
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Accruals and deferred income
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
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Deferred considerat'n - RIFAs
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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ALLOTTED, CALLED UP AND FULLY PAID
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2,329 (2021: 2,329) Ordinary shares of £1.00 each
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562 (2021: 562) Growth shares of £0.10 each shares of £0.10 each
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All shares rank pari passu in terms of voting rights.
All shares are also entitled to dividends and capital distributions in accordance with detailed provisions as set out in the Articles of Association.
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The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £34,743 (2021: £23,087). Contributions totalling £5,444 (31 December 2021: £4,331) were payable to the fund at the reporting date.
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COMMITMENTS UNDER OPERATING LEASES
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At 31 December 2022 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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TRANSACTIONS WITH DIRECTORS
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During the year, the company maintained loans to directors and received interest of £1,395 (31 December 2021: £5,307). The amount owing to the company at the year end was £150,734 (31 December 2021: £152,839). Repayments during the year amounted to £3,500 (31 December 2021: £6,000) and no advances (31 December 2021: £12,000) were made. All amounts are repayable on demand.
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BLACK SWAN CAPITAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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RELATED PARTY TRANSACTIONS
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Transactions and balances with directors
In addition to loans to directors as detailed in note 14, during the year, the company also maintained loans from and other amounts owed to directors and paid interest of £Nil (31 December 2021: £Nil). The amount owing by the company at the year end was £1,307 (31 December 2021: £1,008).
Transactions and balances with companies with a significant interest
During the year, the company advanced a £Nil (2021: £64,000) loan. This loan was provided to a company that wholly owns a subsidiary with a significant shareholding in Black Swan Capital Ltd. The amount owing to the company at the end of the year was £64,000 (31 December 2021: £64,000).
Transactions and balances with companies with common shareholders
During the year, the company received £Nil from a company with common shareholders (31 December 2021: £2,055). The amount owing to the company at the end of the year was £Nil (31 December 2021: £Nil).
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Griffin Financial Planning Limited which is incorporated in the United Kingdom, was a wholly owned dormant subsidiary of the company throughout the year.
The auditors' report on the financial statements for the period ended 31 December 2022 was unqualified.
The audit report was signed on 28 September 2023 by Tim Borton FCA (Senior statutory auditor) on behalf of Bishop Fleming LLP.
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