TIDMVCBC

RNS Number : 4398L

Vertu Capital Limited

06 September 2019

VERTU CAPITAL LIMITED

CHAIRMAN 'S STATEMENT

FOR THE SIX MONTHSED 30 JUNE 2019

I have pleasure in presenting the consolidated interim financial statements of Vertu Capital Limited (the Company) and its subsidiary (collectively referred as the "Group") for the period from 1 January 2019 to 30 June 2019.

During the financial period, the Group reported a net loss of GBP65,520 (0.05p per share). As at 30 June 2019, the Group had cash in bank balance of GBP386,229.

In the past year, the Company had explored several preliminary proposals as potential acquisition targets but none seemed feasible for further considerations and as such the Company is actively looking to identify other suitable target companies or businesses.

I look forward to seeing better progress with the potential target acquisitions in the next few months with gratitude to our shareholders, for their continued support.

Kiat Wai Du

Non-Executive Chairman

6 September, 2019

DIRECTOR'S STATEMENT

The main expense for the Group 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 Consolidated 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 consolidated 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 consolidated 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

6 September, 2019

CONDENSED CONSOLIDATED STATEMENT OF COMPREHESIVE INCOME

FOR THE SIX MONTHSED 30 JUNE 2019

 
                                                6 months        6 months 
                                               period ended    period ended 
                                               30 June 2019    30 June 2018 
                                      Notes        GBP             GBP 
                                               (Unaudited)     (Unaudited) 
 
 Operating expenses                                (65,520)        (76,960) 
                                             --------------  -------------- 
 OPERATING LOSS BEFORE TAXATION                    (65,520)        (76,960) 
 Income tax expense                     3                 -               - 
                                             --------------  -------------- 
 LOSS FOR THE PERIOD ATTRIBUTABLE 
  TO EQUITY HOLDERS OF THE COMPANY                 (65,520)        (76,960) 
 
 OTHER COMPREHENSIVE INCOME 
 Other comprehensive income                               -               - 
 
 TOTAL COMPREHENSIVE LOSS FOR THE 
  PERIOD                                           (65,520)        (76,960) 
                                             --------------  -------------- 
 
 Basic and diluted loss per share 
  (pence)                               4          (0.05) p        (0.07) p 
                                             ==============  ============== 
 
 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2019

 
                                         As at         As at         As at 
                                        30 June       30 June      31 December 
                                          2019          2018          2018 
                              Notes       GBP           GBP           GBP 
                                      (Unaudited)   (Unaudited)    (Audited) 
 CURRENT ASSETS 
 Other debtors                                  -       194,750              - 
 Prepayments                               10,135         5,550          6,795 
 Cash and cash equivalents                386,229       351,696        488,912 
                                     ------------  ------------  ------------- 
                                          396,364       551,996        495,707 
                                     ------------  ------------  ------------- 
 CURRENT LIABILITIES 
 Other payables                            33,660        43,870         43,585 
 Amount owing to directors                 12,501         2,500         36,399 
                                     ------------  ------------  ------------- 
                                           46,161        46,370         79,984 
                                     ------------  ------------  ------------- 
 NET ASSETS                               350,203       505,626        415,723 
                                     ============  ============  ============= 
 
 CAPITAL AND RESERVE 
 Stated capital                 5       1,200,000     1,200,000      1,200,000 
 Accumulated losses                     (849,797)     (694,374)      (784,277) 
                                     ------------  ------------  ------------- 
 TOTAL EQUITY                             350,203       505,626        415,723 
                                     ============  ============  ============= 
 
 

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHSED 30 JUNE 2019

 
                                               6 months        6 months 
                                              period ended    period ended 
                                              30 June 2019      30 June 
                                                                  2018 
                                                  GBP             GBP 
                                               (Unaudited)     (Unaudited) 
 Cash flow from operating activities 
 Operating loss                                   (65,520)        (76,960) 
                                            --------------  -------------- 
 Changes in working capital 
 Other receivables                                 (3,339)           1,013 
 Other payables                                    (9,926)          20,138 
 Advances from directors                          (23,898)        (13,750) 
                                                  (37,163)           7,401 
                                            --------------  -------------- 
 Net cash flow used in operating 
  activities                                     (102,683)        (69,559) 
                                            --------------  -------------- 
 
 Net decrease in cash and cash 
  equivalents                                    (102,683)        (69,559) 
 Cash and cash equivalents at beginning 
  of period                                        488,912         421,255 
                                            --------------  -------------- 
 Cash and cash equivalents at end 
  of period                                        386,229         351,696 
                                            ==============  ============== 
 
 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHSED TO 30 JUNE 2019

Period from 1 January 2019 to 30 June 2019 (unaudited)

 
                             Stated capital   Share premium   Accumulated    Total 
                                                                 losses 
                                  GBP              GBP            GBP         GBP 
 As at 1 January 2019             1,200,000               -     (784,277)    415,723 
 Loss for the period                      -               -      (65,520)   (65,520) 
                            ---------------  --------------  ------------  --------- 
 Total comprehensive loss 
  for the period                          -               -      (65,520)   (65,520) 
                            ---------------  --------------  ------------  --------- 
 
 As at 30 June 2019               1,200,000               -     (849,797)    350,203 
                            ===============  ==============  ============  ========= 
 

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

 
                             Stated capital   Share premium   Accumulated    Total 
                                                                 losses 
                                  GBP              GBP            GBP         GBP 
 As at 1 January 2018             1,000,000               -     (617,414)    382,586 
 New issuance                       200,000           5,000             -    205,000 
 Issuance cost                            -         (5,000)             -    (5,000) 
                            ---------------  --------------  ------------  --------- 
 Proceed from share issue           200,000               -             -    200,000 
                            ---------------  --------------  ------------  --------- 
 
 Loss for the period                      -               -      (76,960)   (79,960) 
                            ---------------  --------------  ------------  --------- 
 Total comprehensive loss 
  for the period                          -               -      (76,960)   (79,960) 
                            ---------------  --------------  ------------  --------- 
 
 As at 30 June 2018               1,200,000               -     (694,374)    505,626 
                            ===============  ==============  ============  ========= 
 

For the year ended 31 December 2018 (audited)

 
                             Stated capital   Share premium   Accumulated     Total 
                                                                 losses 
                                  GBP              GBP            GBP          GBP 
 As at 1 January 2018          1,000,000                        (617,414)     382,586 
 New issuance                       200,000           5,000             -     205,000 
 Issuance cost                            -         (5,000)             -     (5,000) 
                            ---------------  --------------  ------------  ---------- 
 Proceed from share issue           200,000               -             -     200,000 
                            ---------------  --------------  ------------  ---------- 
 
 Loss for the year                        -               -     (166,863)   (166,863) 
                            ---------------  --------------  ------------  ---------- 
 Total comprehensive loss 
  for the year                            -               -     (166,863)   (166,863) 
                            ---------------  --------------  ------------  ---------- 
 
 As at 31 December 2018           1,200,000               -     (784,277)     415,723 
                            ===============  ==============  ============  ========== 
 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED TO 30 JUNE 2019

   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.

In 2018 the Company incorporated a wholly owned subsidiary in the United Kingdom. These non-statutory financial statements comprise of financial information of the Company and its subsidiary (together referred to as the "Group")

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

   2.   ACCOUNTING POLICIES 

Basis of preparation

The consolidated interim financial statements for the six months period ended 30 June 2019 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 2018.

The consolidated 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 Group for the year ended 31 December 2018, which have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union.

The consolidated interim financial statements are presented in British Pound Sterling ("GBP").

Going concern

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

   3.   INCOME TAX EXPENSE 

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

No tax is applicable to the Group for the period ended 30 June 2019. 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        6 months 
                                       period ended    period ended 
                                       30 June 2019    30 June 2018 
 Loss for the period (GBP)              (65,520)        (76,960) 
 Weighted average number of shares 
  (Unit)                               120,000,000     110,718,232 
 Loss per share (Pence)                    (0.05)p         (0.07)p 
 
   5.   STATED CAPITAL 
 
                                     Number of      Share      Share 
                                       shares      capital     premium 
                                                     GBP         GBP 
 Allotted, called up and fully 
  paid 
 100,000,000 Ordinary shares 
  of GBP0.01 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 
  GBP0.01 each                       19,999,999     200,000      5,000 
 Share issue cost                                         -    (5,000) 
                                   ------------  ----------  --------- 
 At 30 June 2018 and 30 June 
  2019                              119,999,999   1,200,000          - 
                                   ------------  ----------  --------- 
 

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 GBP205,000 before expenses.

   6.   DIRECTORS EMOLUMENTS 

During the period to 30 June 2019 there were no staff costs as no staff were employed by the Company, other than the directors. Aggregate directors' fees for the period were GBP26,102 (2018: GBP17,500).

   7.   RELATED PARTY TRANSACTIONS 

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

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

 
                                As at           As at 
                             30 June 2019    30 June 2018 
                                 GBP             GBP 
 
 Amount due to directors           12,501           2,500 
 
   8.    SEASONAL OR CYCLICAL FACTORS 

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

   9.   SUBSEQUENT EVENTS 

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

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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September 06, 2019 03:00 ET (07:00 GMT)

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