Half-year Report

Vox Valor Capital

28/09/2018 07:00

RNS Number : 2608C

Vertu Capital Limited

28 September 2018

 

 

 

 

VERTU CAPITAL LIMITED

 

 

 

CONDENSED INTERIM FINANCIAL STATEMENTS

 

For the six months ended 30 June 2018

 

 

 

CHAIRMAN'S STATEMENT

 

 

I have pleasure in presenting the condensed interim financial statements of Vertu Capital Limited (the "Company" or "Vertu") for the period from 1 January 2018 to 30 June 2018.

 

During the financial period, the Company reported a net loss of £71,710 (0.07p per share). As at 30 June 2018, the Company had cash in bank balance of £351,696.

 

In previous year, the Company entered into a non-binding letter of intent for the proposed acquisition of the entire issued share capital of VCB Malaysia Berhad, a company incorporated in Malaysia, for cash consideration of £350,000 on completion. Regrettably the letter of intention was terminated by mutual consent during the year, as announced on 12 February 2018.

 

Following the terminations of potential acquisition of VCB Malaysia Berhad, the Company aims to identify target companies or business.

 

I look forward to the year ahead with gratitude to our shareholders, for their continued support.

 

 

 

 

Kiat Wai Du

Chairman

 

28 September, 2018

 

 

 

DIRECTOR'S STATEMENT

 

On 26 March 2018 the Company increased its paid-up capital through the issuance of 19,999,999 new ordinary shares at a price of 1.025 pence per share raising gross cash proceeds of £205,000 before expenses.

 

The main expense for the Company is its legal and professional costs. The management intends to monitor and control this to be cost efficient and minimise its net loss before a suitable acquisition.

 

The Board looks forward to providing further updates to shareholders in due course and actively reviewed a number of potential acquisition opportunities across the sector, none of which has met the necessary criteria for selection.

 

Responsibility Statement

 

The Directors are responsible for preparing the Condensed interim Financial Statements in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority ('DTR') and with International Accounting Standard 34 on Interim Financial Reporting (IAS 34) as adopted by the European Union.

The Directors confirm that, to the best of their knowledge, the condensed interim financial statements have been prepared in accordance with IAS 34 as adopted by the European Union. The interim report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

·      an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

·      material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report.

 

 

 

Director

28 September, 2018

 

 

 

CONDENSED STATEMENT OF COMPREHESIVE INCOME

 

6 months period ended 30 June 2018
6 months
period ended
30 June 2017
Notes
£
£
(Unaudited)
(Unaudited)
Operating expenses
(71,710)
(58,362)
OPERATING LOSS BEFORE TAXATION
(71,710)
(58,362)
Income tax expense
3
-
-
LOSS FOR THE PERIOD ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY
(71,710)
(58,362)
OTHER COMPREHENSIVE INCOME
Other comprehensive income
-
-
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD
(71,710)
(58,362)
Basic and diluted loss per share (pence)
4
(0.07) p
(0.06) p


 

CONDENSED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2018

 

 

As at
30 June
2018
As at
30 June
2017
As at
31 December 2017
Notes
£
£
£
(Unaudited)
(Unaudited)
(Audited)
CURRENT ASSETS
Other debtors
194,750
-
-
Prepayments
5,550
-
6,563
Cash and cash equivalents
351,696
509,677
421,255
551,996
509,677
427,818
CURRENT LIABILITIES
Other payables
43,870
38,634
28,982
Amount owing to directors
2,500
17,500
16,250
46,370
56,134
45,232
NET ASSETS
505,626
453,543
382,586
EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY
Stated capital
5
1,194,750
1,000,000
1,000,000
Accumulated losses
(689,124)
(546,457)
(617,414)
TOTAL EQUITY
505,626
453,543
382,586


 

                         CONDENSED STATEMENT OF CASH FLOWS

                         FOR THE SIX MONTHS ENDED 30 JUNE 2018

6 months period ended
30 June 2018
6 months period ended
30 June 2017
£
£
(Unaudited)
(Unaudited)
Cash flow from operating activities
Operating loss
(71,710)
(58,362)
Changes in working capital
Other receivables
1,013
6,068
Other payables
14,888
(8,564)
Amount owing to directors
(13,750)
17,500
2,151
15,004
Net cash flow used in operating activities
(69,559)
(43,358)
Net decrease in cash and cash equivalents
(69,559)
(43,358)
Cash and cash equivalents at beginning of period
421,255
553,035
Cash and cash equivalents at end of period
351,696
509,677


 

 

STATEMENT OF CHANGES IN EQUITY

Period from 1 January 2018 to 30 June 2018 (unaudited)

Stated capital
Accumulated losses
Total
£
£
£
As at 1 January 2018
1,000,000
(617,414)
382,586
New issuance
205,000
205,000
Issuance cost
(10,250)
(10,250)
Proceed from share issue
194,750
194,750
Loss for the period
(71,710)
(81,960)
Total comprehensive loss for the period
(71,710)
(81,960)
As at 30 June 2018
1,194,750
(689,124)
505,626

 

Period from 1 January 2017 to 30 June 2017 (unaudited)

Share capital
Accumulated losses
Total
£
£
£
As at 1 January 2017
1,000,000
(488,095)
511,905
Loss for the period
(58,362)
(58,362)
Total comprehensive loss for the period
(58,362)
(58,362)
As at 30 June 2017
1,000,000
(546,457)
453,543

 

For the year ended 31 December 2017 (audited)

Stated capital
Retained earnings
Total
£
£
£
As at 1 January 2017
1,000,000
(488,095)
511,905
Loss for the year
(129,319)
(129,319)
Total comprehensive loss for the year
(129,319)
(129,319)
As at 31 December 2017
1,000,000
(617,414)
382,586

 

 

 

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED TO 30 JUNE 2018 

 

1.   GENERAL INFORMATION

 

The Company was incorporated in the Cayman Islands on 12 September 2014 as an exempted company with limited liability under the Companies Law. The registered office of the Company is at the offices of Offshore Incorporations (Cayman) Limited, Floor 4, Willow House, Cricket Square, PO Box 2804, Grand Cayman KY1-1112, Cayman Islands.

 

The Company's Ordinary shares are currently admitted to a standard listing on the Official List and to trading on the London Stock Exchange.

 

The Company's nature of operations is to act as a special purpose acquisition company.

 

 

2.   ACCOUNTING POLICIES

 

Basis of preparation

 

The condensed interim financial statements for the six months period ended 30 June 2018 have been prepared in accordance with IAS 34 Interim Financial Reporting. It is unaudited and does not constitute statutory financial statements. The comparative interim financial information covers the period ended 30 June 2017.

 

The condensed interim financial statements have been prepared on a basis consistent with, and on the basis of, the accounting policies set out in the audited financial statements of the Company for the year ended 31 December 2017, which have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union.

 

The condensed interim financial statements are presented in British Pound Sterling ("£").

 

Going concern

 

The condensed interim financial statements have been prepared on a going concern basis, which assumes that the Company will continue to be able to meet its liabilities as they fall due for the foreseeable future

 

3.   INCOME TAX EXPENSE

 

The Company is regarded as resident for the tax purposes in Cayman Islands.

 

No tax is applicable to the Company for the period ended 30 June 2018. As a consequence no tax charge arise and no deferred income tax asset has been recognised in respect of losses.

 

 

 

4.   LOSS PER SHARE

 

Basic loss per ordinary share is calculated by dividing the loss attributable to equity holders of the company by the weighted average number of ordinary shares in issue during the period. Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. There are currently no dilutive potential ordinary shares.

 

Loss per share attributed to ordinary shareholders

 

6 months
period ended
30 June 2018
6 months
period ended
30 June 2017
Loss for the period (£)
(71,710)
(58,362)
Weighted average number of shares (Unit)
110,718,232
100,000,000
Loss per share (Pence)
(0.07)p
(0.06)p

 

 

5.   STATED CAPITAL

 

Number of shares
£
Allotted, called up and fully paid
100,000,000 Ordinary shares of £0.0100 each
100,000,000
1,000,000
At 30 June 2017 and 31 December 2017
100,000,000
1,000,000
19,999,999 Ordinary shares of £0.01025 each
19,999,999
205,000
Share issue cost
(10,250)
At 30 June 2018
119,999,999
1,194,750

 

On 26 March 2018, the Company issued 19,999,999 new ordinary shares at a price of 1.025 pence per share raising gross cash proceeds of £205,000 before expenses.

 

 

6.   DIRECTORS EMOLUMENTS

 

During the period to 30 June 2018 there were no staff costs as no staff were employed by the Company, other than the directors. Aggregate directors' fees for the period were £17,500.

 

 

 

7.   RELATED PARTY TRANSACTIONS

 

The directors are considered to be key management, and their emoluments are disclosed in note 6.

 

During the period, the Company did not enter into any material transactions with related parties.

 

As at
30 June 2018
As at
31 December2017
£
£
Amount due to directors
2,500
16,250

 

 

8.    SEASONAL OR CYCLICAL FACTORS

 

There are no seasonal factors that materially affect the operations of the Company.

 

 

9.   SUBSEQUENT EVENTS

 

There are no subsequent events requiring disclosure in these interim financial statements.

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END

 

 

IR SEMSFAFASEDU