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Strategic Report, Report of the Directors and |
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Financial Statements for the Year Ended 31 January 2019 |
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Transactworld Limited |
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REGISTERED NUMBER:
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Strategic Report, Report of the Directors and |
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Financial Statements for the Year Ended 31 January 2019 |
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for |
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Transactworld Limited |
Transactworld Limited (Registered number: 08835541) |
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Contents of the Financial Statements |
for the Year Ended 31 January 2019 |
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Page |
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Company Information | 1 |
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Strategic Report | 2 |
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Report of the Directors | 3 |
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Report of the Independent Auditors | 5 |
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Statement of Comprehensive Income | 7 |
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Statement of Financial Position | 8 |
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Statement of Changes in Equity | 9 |
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Statement of Cash Flows | 10 |
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Notes to the Statement of Cash Flows | 11 |
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Notes to the Financial Statements | 12 |
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Transactworld Limited |
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Company Information |
for the Year Ended 31 January 2019 |
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DIRECTORS: |
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REGISTERED OFFICE: |
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REGISTERED NUMBER: |
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AUDITORS: |
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Chartered Accountants & Statutory Auditors |
5 Technology Park |
Colindeep Lane |
Colindale |
London |
NW9 6BX |
Transactworld Limited (Registered number: 08835541) |
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Strategic Report |
for the Year Ended 31 January 2019 |
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The directors present their strategic report for the year ended 31 January 2019. |
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REVIEW OF BUSINESS |
Transactworld Limited is a licensed e-money institution incorporated and domiciled in London, United Kingdom. The |
company is authorised and regulated by the UK Financial Conduct Authority (FCA). The company offers complete |
payments services solutions principally in, but not confined to, the eCommerce sector. These services include the |
provision of payments gateway solutions, alternate payments methods, payments settlements, and risk and compliance |
management. The company is authorised by the FCA to hold client monies and to administer and safeguard client funds. |
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RESULTS AND PERFORMANCE |
The Company received its regulatory licence in April 2015. This financial year, the Company has focused on gaining |
new contracts as well as cementing the newly developed robust operational procedures to support the business. Thus, |
while turnover declined, new contracts are in the process of being signed and the main contract that was in place during |
the year contained a clause for an initial six month period for which fees were waived. |
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The Company employed Neopay for part of the year as a consultant as well as AKKA Solutions who provided advice |
regarding the potential acquisition of a credit card business. Further Payment Facilitator deals were closed in the year |
with leading financial institutions including; Kubopay and Jettime. |
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Bad debts arose due to the liquidation of two clients however, the Company has pre-acceptance procedures in place to |
check the creditworthiness of new clients. Significant funds were seized by Danish regulators due to the collapse of the |
bank holding the funds. |
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Expenditure has been closely controlled exclusive of the items mentioned above as this is the second year that the |
Company has shown income. The result for the year, as set out on page seven, shows a net loss of £54,545 (2018: |
£4,543). |
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STRATEGY |
The company's strategy for the year was primarily to focus on obtaining new contracts and customers to ensure revenue |
generation for the forthcoming financial year. |
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KEY PERFORMANCE INDICATORS |
The Board monitors progress by reference to the following KPIs: |
-Turnover |
-Profit before tax |
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The results of the company set out on page 7 show a decrease in Turnover of £51,091 to £32,821 (2018: £83,921) as a |
result of not renewing the contracts with the two main customers during the year. The company is focusing in getting |
new business and as a result two new contracts have been secured after the year end. Further details on this and the |
overall company strategy can be found in Results and Performance section of this report. |
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The loss for the year amounted to £58,545 (2018: £4,543) a variance of £54,002 compared with pervious year. The most |
significant events which had an impact in the overall performance have been explain in the third paragraph on the |
Results and Performance section of this report. |
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FUTURE DEVELOPMENTS |
The company strategy is to grow the business in the target sectors outlined in the business plan. The company will also |
further develop its compliance and risk management services. |
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ON BEHALF OF THE BOARD: |
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Transactworld Limited (Registered number: 08835541) |
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Report of the Directors |
for the Year Ended 31 January 2019 |
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The directors present their report with the financial statements of the company for the year ended 31 January 2019. |
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PRINCIPAL ACTIVITY |
The principle activity of the company in the year under review was that of providing online payment solutions. |
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DIVIDENDS |
No dividends will be distributed for the year ended 31 January 2019. |
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DIRECTORS |
The directors shown below have held office during the whole of the period from 1 February 2018 to the date of this |
report. |
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Other changes in directors holding office are as follows: |
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PRINCIPAL RISKS AND UNCERTAINTIES |
Compliance with regulatory, legal, and ethical standards is fundamental for the company. The process of risk |
management and control is addressed through a framework of policies, procedures, and internal controls. |
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The company has exposures to two main additional areas of risk - foreign exchange currency exposure and liquidity risk. |
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Foreign exchange transactional currency exposure |
The company is exposed to currency exchange rate risk due to a significant proportion of its receivables and operating |
expenses being denominated in non-Sterling currencies. The exposure of each currency is managed using a natural |
hedge, holding cash in various currencies that are used by the company when needed. |
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Liquidity risk |
The objective of the company in managing liquidity risk is to ensure that it can meet its financial obligations as and |
when they fall due. The company expects to meet its financial obligations through operating cash flows. In the event that |
the operating cash flows would not cover all the financial obligations the company has credit facilities available. |
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STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements |
in accordance with applicable law and regulations. |
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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: |
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- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements; |
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will
continue in business. |
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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. |
Transactworld Limited (Registered number: 08835541) |
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Report of the Directors |
for the Year Ended 31 January 2019 |
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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 she ought to have taken |
as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors |
are aware of that information. |
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AUDITORS |
The auditors, Grunberg & Co Limited, will be proposed for re-appointment at the forthcoming Annual General |
Meeting. |
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ON BEHALF OF THE BOARD: |
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Report of the Independent Auditors to the Members of |
Transactworld Limited |
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Opinion |
We have audited the financial statements of Transactworld Limited (the 'company') for the year ended 31 January 2019 |
which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in |
Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, 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). |
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In our opinion the financial statements: |
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give a true and fair view of the state of the company's affairs as at 31 January 2019 and of its loss 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. |
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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. |
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Conclusions relating to going concern |
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to |
you where: |
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the directors' use of the going concern basis of accounting in the preparation of the financial statements is not
appropriate; or |
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the directors have not disclosed in the financial statements any identified material uncertainties that may cast
significant doubt about the company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue. |
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Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic |
Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors |
thereon. |
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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. |
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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 there is a material misstatement in the financial |
statements or a material misstatement of the other information. 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. |
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Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
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the information given in the Strategic Report and the Report of the Directors for the financial year for which the
financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal
requirements. |
Report of the Independent Auditors to the Members of |
Transactworld Limited |
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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 Strategic Report or the Report of the Directors. |
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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: |
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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. |
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Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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. |
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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. |
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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. |
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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. |
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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. |
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for and on behalf of
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Chartered Accountants & Statutory Auditors |
5 Technology Park |
Colindeep Lane |
Colindale |
London |
NW9 6BX |
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Transactworld Limited (Registered number: 08835541) |
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Statement of Comprehensive Income |
for the Year Ended 31 January 2019 |
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2019 | 2018 |
Notes | £ | £ |
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REVENUE |
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Cost of sales |
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GROSS PROFIT |
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Administrative expenses | ( |
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OPERATING LOSS | 4 | ( |
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Interest payable and similar expenses | 5 | ( |
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LOSS BEFORE TAXATION | ( |
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Tax on loss | 6 |
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LOSS FOR THE FINANCIAL YEAR | ( |
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OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE LOSS FOR
THE YEAR |
( |
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( |
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Transactworld Limited (Registered number: 08835541) |
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Statement of Financial Position |
31 January 2019 |
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2019 | 2018 |
Notes | £ | £ |
CURRENT ASSETS |
Debtors | 7 |
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Cash at bank and in hand |
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CREDITORS |
Amounts falling due within one year | 8 | ( |
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NET CURRENT ASSETS |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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CAPITAL AND RESERVES |
Called up share capital | 10 |
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Retained earnings | 11 | ( |
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SHAREHOLDERS' FUNDS |
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The financial statements were approved by the Board of Directors on
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Transactworld Limited (Registered number: 08835541) |
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Statement of Changes in Equity |
for the Year Ended 31 January 2019 |
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Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
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Balance at 1 February 2017 |
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( |
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Changes in equity |
Total comprehensive loss | - | ( |
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Balance at 31 January 2018 |
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( |
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Changes in equity |
Issue of share capital |
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Total comprehensive loss | - | ( |
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Balance at 31 January 2019 |
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( |
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Transactworld Limited (Registered number: 08835541) |
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Statement of Cash Flows |
for the Year Ended 31 January 2019 |
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2019 | 2018 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | ( |
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Interest paid | ( |
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Net cash from operating activities | ( |
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Cash flows from financing activities |
New loans in year |
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Share issue |
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Net cash from financing activities |
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(Decrease)/increase in cash and cash equivalents | ( |
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Cash and cash equivalents at beginning of
year |
2 |
358,943 |
316,313 |
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Cash and cash equivalents at end of year | 2 | 340,611 | 358,943 |
Transactworld Limited (Registered number: 08835541) |
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Notes to the Statement of Cash Flows |
for the Year Ended 31 January 2019 |
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1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2019 | 2018 |
£ | £ |
Loss before taxation | ( |
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Finance costs | 28 | - |
(58,517 | ) | (4,543 | ) |
Decrease/(increase) in trade and other debtors |
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( |
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Increase in trade and other creditors |
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Cash generated from operations | ( |
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2. | CASH AND CASH EQUIVALENTS |
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The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of |
these Statement of Financial Position amounts: |
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Year ended 31 January 2019 |
31.1.19 | 1.2.18 |
£ | £ |
Cash and cash equivalents | 340,611 | 358,943 |
Year ended 31 January 2018 |
31.1.18 | 1.2.17 |
£ | £ |
Cash and cash equivalents | 358,943 | 316,313 |
Transactworld Limited (Registered number: 08835541) |
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Notes to the Financial Statements |
for the Year Ended 31 January 2019 |
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1. | STATUTORY INFORMATION |
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Transactworld Limited is a
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registered number and registered office address can be found on the Company Information page. |
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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The financial statements are prepared in pounds sterling which is the functional currency of the entity. |
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Significant judgements and estimates |
Preparation of the financial statements requires management to make significant judgements and estimates. |
There are no material items in the financial statements where these judgement and estimates have been made. |
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Turnover |
Turnover is recognised in line with the terms of the contract and on an accruals basis. Revenue from online |
payment solutions are recognised on a per transaction basis as they occur. |
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Financial instruments |
The Company only enters into basic financial instruments transactions that result in the recognition of financial |
assets and liabilities like trade and other debtors and trade and other creditors, loans from related parties and |
accrued expenses. |
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Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for |
objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised |
in profit or loss. |
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Debtors |
Short term debtors are measured at transaction price, less any impairment. |
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Cash and cash equivalents |
Cash and cash equivalents are represented by cash in hand, deposits held at call with financial institutions, and |
other short-term 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. |
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Creditors |
Short term creditors are measured at transaction price. |
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Foreign currencies |
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at |
the statement of financial position 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. |
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Going concern |
The accounts have been prepared on a going concern basis, since in the opinion of the director, it is appropriate |
to assume that the company will receive the continued support of the ultimate controlling parties for a period in |
excess of twelve months from the date of approval of these financial statements. |
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Operating lease |
Rentals payable under operating leases are charged to profit or loss on a straight-line basis over the lease term. |
Transactworld Limited (Registered number: 08835541) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 January 2019 |
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3. | EMPLOYEES AND DIRECTORS |
2019 | 2018 |
£ | £ |
Wages and salaries |
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The average number of employees during the year was as follows: |
2019 | 2018 |
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Directors | 2 | 2 |
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2019 | 2018 |
£ | £ |
Directors' remuneration |
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4. | OPERATING LOSS |
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The operating loss is stated after charging/(crediting): |
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2019 | 2018 |
£ | £ |
Other operating leases |
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Auditors' remuneration |
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Foreign exchange differences |
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( |
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5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2019 | 2018 |
£ | £ |
Bank interest |
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6. | TAXATION |
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Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 January 2019 nor for the year ended |
31 January 2018. |
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Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is |
explained below: |
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2019 | 2018 |
£ | £ |
Loss before tax | ( |
) | ( |
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Loss multiplied by the standard rate of corporation tax in the UK of
(2018 - |
( |
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( |
) |
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Effects of: |
Unutilised tax losses carried forward | 11,124 | 863 |
Total tax charge | - | - |
Transactworld Limited (Registered number: 08835541) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 January 2019 |
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6. | TAXATION - continued |
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At the balance sheet date, the company has cumulative taxable losses of £121,413 (2018 - £62,868). |
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Additionally, the company had an estimated deferred tax asset totalling £23,068 (2018 - £12,228), in respect of |
cumulative unutilised trading losses. As it cannot be foreseen, with any underlying certainty, as to when this asset |
will be realised in the near future, it has not been recognised in the accounts. |
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The Finance Act 2015 enacted that the main rate of Corporation Tax would be reduced from 19% to 18% from 1 |
April 2020. The Finance Act 2016 enacted that the rate change from 1 April 2020 would be replaced with a |
reduction to 17%. |
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7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2019 | 2018 |
£ | £ |
Trade debtors |
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Other debtors |
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Prepayments |
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Accrued income |
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During the year, impairment provisions amounting to £17,583 have been made against trade and other debtors. |
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8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2019 | 2018 |
£ | £ |
Trade creditors |
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Amounts owed to group undertakings |
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Directors' current accounts | 5,438 | 5,438 |
Accrued expenses |
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9. | LEASING AGREEMENTS |
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Minimum lease payments under non-cancellable operating leases fall due as follows: |
2019 | 2018 |
£ | £ |
Within one year |
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10. | CALLED UP SHARE CAPITAL |
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Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2019 | 2018 |
value: | £ | £ |
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Ordinary | £1 | 386,705 | 376,176 |
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10,529 Ordinary shares of £1 were issued during the year for cash of £10,529. |
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Each of the ordinary shares have equal voting rights, rights to dividends and rights to capital. |
Transactworld Limited (Registered number: 08835541) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 January 2019 |
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11. | RESERVES |
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Called-up share capital represents the nominal value of shares that have been issued. |
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Retained earnings includes all current and prior period retained profits and losses. |
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12. | ULTIMATE PARENT COMPANY |
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Transactworld Limited (incorporated in Hong Kong ) is regarded by the directors as being the company's |
ultimate parent company. |
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Consolidated financial statements are prepared by the parent company whose registered office is - Room 05/15 - |
13A/F South Tower, World Financial Center, Harbour City, 17 Canton Road, Tsim Tsat Tsui, Hong Kong. |
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13. | ULTIMATE CONTROLLING PARTY |
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The directors consider Anupam Vassa and Amoolya Vassa to be the ultimate controlling parties of the company. |
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14. | FINANCIAL ASSETS & LIABILITIES |
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2018 | 2018 |
£ | £ |
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Financial assets measured at amortised cost | 341,849 | 380,896 |
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Financial liabilities measured at amortised cost | 71,410 | 62,437 |
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All financial assets and liabilities are held at amortised cost. |
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15. | EXCEPTIONAL ITEMS |
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During the year under review, €22,012 equating to £19,485 of funds held in Kobenhavns Andelskasse Bank were |
lost as part of the seizing of funds held in the bank by the Finansiel Stabilitet due to likelihood of the bank failing |
as a result of non-compliance with anti-money laundering regulations. The company's funds were not covered |
under the Danish Act as part of the Guarantee Scheme and therefore the funds were lost in their entirety. |