REG - APQ Global Limited - Report and Accounts <Origin Href="QuoteRef">APQ.L</Origin> - Part 2

APQ GlobalAnnouncement

29/06/2017 18:00

- Part 2: For the preceding part double click  ID:nRSc6608Ja 

changes, both unfavourable and favourable, in exchange rates between Pound
Sterling and other currencies in which its assets are denominated, principally
United States Dollars. 
 
·      Cayman is subject to custody risk in the event of the insolvency of the
custodian or any sub-custodians. 
 
The Company intentionally exposes itself to these risks as part of its
operations.  These risks are managed on an ongoing basis by performance
reviews of the underlying portfolio on a quarterly basis by the Board of the
Company. 
 
12. Capital Management 
 
The Company can raise new capital which may be implemented through the issue
of a convertible debt instrument or such other form of equity or debt as may
be appropriate.  It also has a buy-back authority subject to a maximum
buy-back of 14.99 per cent of the issued Ordinary Shares. 
 
The Company's objectives for managing capital are: 
 
·      To invest the capital into investments through its subsidiary, APQ
Cayman Limited. 
 
·      To maintain sufficient liquidity to meet the expenses of the Company
and pay dividends. 
 
·      To maintain sufficient size to make the operation of the Company
cost-effective. 
 
The Company may utilise borrowings in connection with its business activities.
Although there is no prescribed limit in the Articles or elsewhere on the
amount of borrowings that the Company may incur, the Directors will adopt a
prudent borrowing policy and oversee the level and term of any borrowings of
the Company and will review the position on a regular basis. 
 
13. Other payables 
 
All of the Company's liabilities fall due within three months at 31 December
2016. 
 
 As at 31 December 2016                                          
                                                                 GBP        
 Liabilities                                                                
 Audit fee payable                                       59,000           
 APQ Partners LLP Operating Expenses             45,851          
 Directors and Officers Liability Insurance      4,142           
 Director's Fees Payable (Wayne Bulpitt)         2,500           
 Director's Fees Payable (Richard Bray)          2,500           
 Director's Fees Payable (Philip Soulsby)        1,438           
 Administration fees payable                     1,188           
 ASG Disbursements                                       30               
                                                                 116,649    
 
 
14. Accounting period 
 
The Company was formed on 10 May 2016 so there is a short first accounting
period up to 31 December 2016 represented in these financial statements.  This
is also why there are no comparisons to the previous accounting period. 
 
15. Related party transactions 
 
Richard Bray is also a director of the wholly owned subsidiary, APQ Cayman
Limited, as well as being a director of Active Management Services Limited
which is part of the Active Group as is Active Services (Guernsey) Limited. 
 
Wayne Bulpitt founded the Active Group, he is also a shareholder of the
Company. 
 
Bart Turtleboom founded APQ Partners LLP and is also a Director of APQ Cayman
Limited as well as the majority shareholder of the Company. 
 
The directors are remunerated in the form of fees, payable monthly in arrears.
Bart Turtelboom agreed to waive his entitlement to director's fees whilst he
was Chairman.  With effect from 1 April 2017 Bart Turtelboom will receive an
annual salary of £120,000 as Chief Executive Officer of the Company. 
 
                                                       Period ended    
                                                       31-Dec-16       
                                                       GBP             
     Bart Turtelboom  Chief Executive Officer  Nil                   
     Wayne Bulpitt    Non-Executive Chairman   15,548                
     Richard Bray     Executive Director       15,548                
     Philip Soulsby   Non-Executive Director   11,266                
                                                       42,362          
 
 
APQ Global Limited has paid £15,616 fees and expenses to Active Services
(Guernsey) Limited as administrator of the Company. 
 
As described in the Listing Document, and under the terms of the Services
Agreement, APQ Partners LLP assist the Board and the Group's management based
in Guernsey with the implementation of its business strategy, provide research
on business opportunities in emerging markets and provide support for cash
management and risk management purposes. APQ Partners LLP are entitled to the
reimbursement of expenses properly incurred on behalf of APQ Global Limited in
connection with the provision of its services pursuant to the agreement. APQ
Global Limited has funded £219,935 of the expenses incurred by APQ Partners
LLP. 
 
At the launch of the Company all of the remaining APQ Cayman Limited shares
were exchanged for APQ Global Limited shares worth £17,130,244.  The owners of
these shares are ranked equally with the shareholders who purchased shares for
£58,500,000 in cash. 
 
16. Events after the reporting period 
 
APQ Global Ltd acquired APQ Partners LLP for a nominal value and fair value of
£0.01 on 3 February 2017.  The Company achieved this by taking over as
Managing Partner of APQ Partners LLP.   In doing so the Company achieved its
objective as stated in the Admission documents of taking total control of the
entity which acts as the employer of the UK based individuals providing
services to the Company.  As APQ Partners LLP was acquired for a nominal
value, no goodwill was included in the costs.  Under the terms of the Service
Agreement as described in Note 15 above, APQ Partners LLP charged no fees to
the Company, and in return the Company met the costs of APQ Partners LLP.  The
entity had no other revenue streams, accordingly there were no liabilities or
creditors on the books of APQ Partners LLP at the point at which the Company
assumed control and no revenue or profit was recognised in the books of the
Company after the acquisition. 
 
This information is provided by RNS
The company news service from the London Stock Exchange