TIDMGSC
RNS Number : 9093R
GS Chain PLC
31 October 2023
31 O ctober 2023
GS CHAIN PLC
("GS Chain " or the "Company")
Audited Results
GS Chain (LSE: GSC) is pleased to announce its audited results
for the Period Ended 30 June 2023. The full audited financial
statements will be uploaded to the Company website:
https://gschain.world/ .
This announcement contains information which, prior to its
disclosure, constituted inside information as stipulated under
Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations
2019/310 (as amended).
The directors of GS Chain Plc accept responsibility for this
announcement.
For further information please contact:
GS Chain Plc
Alan Austin, CEO alan@gschain.world
-------------------------
Leon Filipovic, Chairman leon@gschain.world
-------------------------
First Sentinel (Corporate Adviser)
-------------------------
Brian Stockbridge brian@first-sentinel.com
+44 20 3855 5551
-------------------------
CEO's Statement
Business strategy and objectives
GS Chain Plc was established to make acquisitions and published
its prospectus on 4 May 2022 for the admission of its ordinary
shares to the Main Market of the London Stock Exchange on 13 May
2022 under the symbol GSC.L.
The Company seeks to identify opportunities within the
technology sector, to conduct the necessary due diligence and
subsequently complete acquisitions that would benefit its short-
and long-term strategies. While the Board of Directors' experience
spans across a wide range of business sectors, the board will focus
its energy on the technology space; specifically targeting
companies that leverage state of the art technology in automotive,
fintech, real estate, banking, finance, telecommunications, and
blockchain industries. The Board may consider other sectors if they
believe such sectors present a suitable opportunity for the
Company.
The Company will leverage this expertise to create long term
shareholder value as they seek to acquire high quality companies
with long term compounding potential growth while aggressively
managing performance.
The Company's Board of Directors reflects the industry expertise
necessary to pursue this opportunity.
Review of activities for the year ended 30 June 2023
In order to better access a global shareholder base, during the
year the Company secured further global expansions into two more
markets, being the US and Germany respectively. The Company
commenced cross trading on the US OTCQB Market on 11 April 2023
under the symbol GSCHF and on the Frankfurt Börse on 30 May 2023
under the symbol K85.
The directors continued to seek and assess potential companies
for acquisition.
Board of Directors
Leon Filipovic has served as a director since the Company's
incorporation on 3 April 2021. Since July 2021 the Board was
enlarged by the appointment of Alan Austin as CEO and Sébastien
Guerin as Chief Operational Officer.
Since September 2021 Sanjay Nath has been appointed as a
Non-Executive Director and Mark Wilson as an Independent
Non-Executive Director.
There were no changes to the Board during the year ended 30 June
2023.
Alan Austin
Chief Executive Officer
Date: 2023/10/31
Financial Review
Loss for the year
For the year the Company recorded a loss of GBP688,242 (2022:
GBP303,404 loss). The biggest cost driver was GBP216,000 in accrued
directors' fees, GBP395,300 in professional fees, GBP16,000 in
consultancy fees and GBP48,252 in accounting and audit fees.
Balance Sheet
The total amount of assets on the balance sheet as per the
balance sheet date is GBP581,916 (2022: GBP953,838) consisting of
amounts owed to directors and the Company's cash reserves.
The Company's liabilities of GBP578,962 (2022: GBP262,642)
consist of loans from directors, accrued expenses and directors'
fees, as well as accounts payable.
Cash flow
Cash used in operations totalled GBP711,922 (2022:
GBP40,762).
Closing cash
As at 30 June 2023, the Company held GBP362,916 (2022:
GBP953,838) in the bank account.
Sébastien Guerin
Chief Operating Officer
Date: 2023/10/31
Directors' Report
The Directors present their report with the financial statements
of the Company for the year ended 30 June 2023.
The Company's Ordinary Shares were originally admitted to
listing on the London Stock Exchange, on the Official List pursuant
to Chapters 14 of the Listing Rules, which sets out the
requirements for Standard Listings, on 13 May 2022. On 11 April
2023 the Company commenced cross trading on the US OTCQB Market and
on 30 May 2023 the Company commenced cross trading on the German
Frankfurt Stock Exchange.
Principal Activities
The Company was established to make acquisitions and published
its prospectus on 4 May 2022 for the admission of its ordinary
shares to the Main Market of the London Stock Exchange on 13 May
2022 under the symbol of GSC.L. Additionally on 11 April 2023 the
Company commenced cross trading on the US OTCQB Market under the
symbol GSCHF and on 30 May 2023 commenced cross trading on the
German Frankfurt Stock Exchange under the symbol K85.
The Company will leverage its expertise to create long term
shareholder value as they seek to acquire high quality companies
with long-term compounding potential growth while aggressively
managing performance.
The Company seeks to identify opportunities within the
technology sector, to conduct the necessary due diligence and
subsequently complete acquisitions that would benefit its short-
and-long-term strategies.
While the Board of Directors' experience spans across a wide
range of business sectors, the Board will focus its energy on the
technology space, specifically targeting companies that leverage
state of the art technology in automotive, fintech, real estate,
banking, finance, telecommunications and blockchain industries. The
Board may consider other sectors if they believe such sectors
present a suitable opportunity for the Company.
Review of Business in the Year
Further details of the Company's business and expected future
development are also set out in the CEO's Statement and the
Financial Reviews on pages 1 and 2.
Directors
The Directors of the Company during the year and their
beneficial interest in the Ordinary shares of the Company at 30
June 2023 were as follows:
Director Position Appointed Resigned Ordinary Shares Options
A Austin CEO 09/07/2021 - - -
L Filipovic Chairman 03/04/2021 - 113,205,988 -
S Guerin COO 09/07/2021 - 113,200,000 -
S Nath* Director 29/09/2021 - 9,000,000 -
M Wilson Director 27/09/2021 - - -
*Sanjay Nath's daughter, Sonali Ohrie, and son, Sonal Ohrie,
individually hold 1,000,000 Ordinary shares, representing 0.25% of
the total issued Ordinary Shares.
Substantial Shareholders
As at 30 June 2023, the total number of issued Ordinary Shares
with voting rights in the Company was 399,985,888.
Aside from Leon Filipovic and Sébastien Guerin no other
shareholder owns more than 5% of the issued share capital of the
Company.
Financial instruments
Details of the use of financial instruments by the Company are
contained in accounting policies of these financial statements.
Dividends
The Directors do not propose a dividend in respect of the year
ended 30 June 2023.
Going Concern
The financial information has been prepared on the assumption
that the Company will continue as a going concern. Under the going
concern assumption, an entity is ordinarily viewed as continuing in
business for the foreseeable future with neither the intention nor
the necessity of liquidation, ceasing trading or seeking protection
from creditors pursuant to laws or regulations. In assessing
whether the going concern assumption is appropriate, the Chief
Operating Officer prepares and presents a cashflow, expenditure and
balance sheet projection for a period of at least 12 months from
the date of signing the financial statements which is reviewed and
approved by the Board. The Directors take into account this
information and all other available factors for the foreseeable
future, in particular for the twelve months from the date of
approval of the financial information.
The Company has cash reserves of GBP362,916 at 30 June 2023. In
assessing the Company's cashflow projections, the Directors have
identified a cash shortfall which will be addressed by the
provision of GBP500,000 in directors' loans. Furthermore, it has
been determined certain expenses - namely directors' fees - will be
deferred until an acquisition completes and this has been agreed at
the Board level. Additional sources of financing, where required,
will be discussed at the Board level and raised through the issue
of new shares or issue of debt where approved.
Energy and carbon reporting
The Company recognises it has a responsibility to the
environment and endeavours to be as environmentally friendly as
possible in its business activities. As the Company has consumed
less than 40 MWh of energy in the UK, the low energy exemption has
been applied. In assessing whether the threshold was met, the
Company has considered all energy from gas, electricity, and
transport usage as required by the UK Government's Guidance on
Streamlined Energy and Carbon Reporting.
Auditors
The auditors, Macalvins Limited, have expressed their
willingness to continue in office and a resolution to reappoint
them will be proposed at the Annual General Meeting.
Statement of Director's responsibilities
The directors are responsible for preparing the Report of the
Directors and the financial statements in accordance with
applicable law and regulations.
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
UK-adopted international accounting standards. 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:
-- select suitable accounting policies and then apply them consistently;
-- make judgements and accounting estimates that are reasonable and prudent;
-- prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company will
continue in business.
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 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.
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 he ought to have taken as a director in
order to make himself aware of any relevant audit information and
to establish that the Company's auditors are aware of that
information.
Auditors
The auditors, Macalvins Limited, will be proposed for
re-appointment at the forthcoming Annual General Meeting.
The maintenance and integrity of GS Chain Plc website is the
responsibility of the Directors.
The CEO's statement and Financial Review, all of which are
incorporated into this report, include a true and fair view of the
development and performance of the business and the position of the
Company taken as a whole, together with a description of the
principal risks and uncertainties that they face and provides
information necessary for shareholders to assess the Company's
performance, business model and strategies.
The financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair view
of the assets, liabilities, financial position and profit or loss
of the issuer.
On behalf of the board
Leon Filipovic
Director
Date: 2023/10/31
STATEMENT OF PROFIT OR LOSS
FOR THE YEARED 30 JUNE 2023
----------------------------------- --------------------------------------------------------------------
2023 2022
Notes GBP GBP
Administrative expenses (688,242) (303,404)
Operating loss 4 (688,242) (303,404)
Income tax expense 7 - -
Loss and total comprehensive
income for the year (688,242) (303,404)
Earnings per share 8
Basic (0.17) (0.08)
Diluted (0.17) (0.08)
Earnings per share from continuing
operations
Basic (0.17) (0.08)
Diluted (0.17) (0.08)
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARED 30 JUNE 2023
---------------------------------------- ---------------------------------------------------------
2023 2022
GBP GBP
Loss for the year (688,242) (303,404)
Other comprehensive income: - -
Total comprehensive income for the year (688,242) (303,404)
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
-------------------------------- --------------------------------------------------------------
2023 2022
Notes GBP GBP
Current assets
Trade and other receivables 10 219,000 -
Cash and cash equivalents 362,916 953,838
581,916 953,838
Current liabilities
Trade and other payables 16 178,962 262,642
Loans 11 400,000 -
578,962 262,642
Net current assets 2,954 691,196
Net assets 2,954 691,196
Equity
Called up share capital 17 66,798 66,798
Share premium account 18 927,802 927,802
Retained earnings (991,646) (303,404)
Total equity 2,954 691,196
The financial statements were approved by the board of directors
and authorised for issue on 2023/10/31 and
are signed on its behalf by:
..............................
Leon Filipovic
Director
Company registration number 13310485
STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 30 JUNE 2023
---------------------------------- ------------------------------------------------------------------------
Share Share Retained Total
capital premium earnings
account
Notes GBP GBP GBP GBP
Balance at 3 April 2021 - - - -
Period ended 30 June 2022:
Loss and total comprehensive
income for the year - - (303,404) (303,404)
Transactions with owners in their
capacity as owners:
Issue of share capital 17 66,798 927,802 - 994,600
-------
Balance at 30 June 2022 66,798 927,802 (303,404) 691,196
-------
Year ended 30 June 2023:
Loss and total comprehensive
income for the year - - (688,242) (688,242)
-------
Balance at 30 June 2023 66,798 927,802 (991,646) 2,954
=======
STATEMENT OF CASH FLOWS
FOR THE YEARED 30 JUNE 2023
2023 2022
Notes GBP GBP GBP GBP
Cash flows from operating
activities
Cash absorbed by operations 22 (771,922) (40,762)
Net cash outflow from operating
activities (771,922) (40,762)
Financing activities
Proceeds from issue of shares - 994,600
Proceeds from loans from
directors 400,000 -
Payments of loans to directors (219,000) -
-------
Net cash generated from
financing activities 181,000 994,600
Net (decrease)/increase
in cash and cash equivalents (590,922) 953,838
Cash and cash equivalents at beginning
of year / period 953,838 -
--------- ---------
Cash and cash equivalents at end
of year / period 362,916 953,838
========= =========
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARED 30 JUNE 2023
1 Accounting policies
Company information
GS Chain Plc is a public company limited by shares incorporated
in England and Wales. The registered office is Ground Floor, 72
Charlotte Street, London, W1T 4QQ. The Company's principal
activities and nature of its operations are disclosed in the
directors' report.
1.1 Accounting convention
The financial statements have been prepared in accordance with
International Financial Reporting Standards (IFRS) as adopted for
use in the United Kingdom and with those parts of the Companies Act
2006 applicable to companies reporting under IFRS, except as
otherwise stated.
The financial statements are prepared in sterling, which is the
functional currency of the company. Monetary amounts in these
financial statements are rounded to the nearest GBP.
The financial statements have been prepared under the historical
cost convention except for certain financial instruments classified
as financial instruments measured at fair value. The principal
accounting policies adopted are set out below.
The Company has not traded or received income since
incorporation and so no accounting policy in respect of revenue
recognition is disclosed.
Reporting period
The comparative information included in these financial
statements are for the period 3 April 2021 to 30 June 2022. The
period was longer than 12 months due to it being the first period
since incorporation. The comparative amounts presented in the
financial statements (including the related notes) are therefore
not entirely comparable.
1.2 Going concern
The directors have at the time of approving the financial
statements, a reasonable expectation that the company has adequate
resources to continue in operational existence for the foreseeable
future. Thus, the directors continue to adopt the going concern
basis of accounting in preparing the financial statements. Further
details can be found in the Directors' report under the section
headed Going Concern.
1.3 Cash and cash equivalents
Cash represents cash in hand and deposits held on demand with
fintech specialised solutions. Cash equivalents are short-term,
highly-liquid investments with original maturities of three months
or less (as at their date of acquisition). Cash equivalents are
readily convertible to known amounts of cash and subject to an
insignificant risk of change in that cash value.
In the presentation of the Statement of Cash flows, cash and
cash equivalents also include bank overdrafts. Any such overdrafts
are shown within borrowings under 'current liabilities' on the
Statement of Financial Position.
1.4 Financial assets
Financial assets are recognised in the company's statement of
financial position when the company becomes party to the
contractual provisions of the instrument. Financial assets are
classified into specified categories, depending on the nature and
purpose of the financial assets.
Financial assets held at cost
Financial instruments are classified as financial assets
measured at cost where the objective is to hold these assets in
order to collect contractual cash flows, and the contractual cash
flows are solely payments of principal. They are initially
recognised at fair value plus transaction costs directly
attributable to their acquisition or issue, and are subsequently
carried at cost, less provision for impairment where necessary.
Impairment of financial assets
Financial assets carried at cost are assessed for indicators of
impairment at each reporting end date.
The expected credit losses associated with these assets are
estimated on a forward-looking basis. A broad range of information
is considered when assessing credit risk and measuring expected
credit losses, including past events, current conditions, and
reasonable and supportable forecasts that affect the expected
collectability of the future cash flows of the instrument.
Derecognition of financial assets
Financial assets are derecognised only when the contractual
rights to the cash flows from the asset expire, or when it
transfers the financial asset and substantially all the risks and
rewards of ownership to another entity.
1.5 Financial liabilities
The company recognises financial debt when the company becomes a
party to the contractual provisions of the instruments. Financial
liabilities are classified as either 'financial liabilities at fair
value through profit or loss' or 'other financial liabilities'.
Other financial liabilities
Other financial liabilities, including borrowings, trade
payables and other short-term monetary liabilities, are initially
measured and subsequently held at fair value net of transaction
costs directly attributable to the issuance of the financial
liability. For the purposes of each financial liability, interest
expense includes initial transaction costs and any premium payable
on redemption, as well as any interest or coupon payable while the
liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the
company's obligations are discharged, cancelled, or they
expire.
1.6 Equity instruments
Equity instruments issued by the company are recorded at the
proceeds received, net of direct issue costs. Dividends payable on
equity instruments are recognised as liabilities once they are no
longer at the discretion of the company.
1.7 Taxation
The tax expense represents the sum of the tax currently payable
and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the
year. Taxable profit differs from net profit as reported in the
income statement because it excludes items of income or expense
that are taxable or deductible in other years and it further
excludes items that are never taxable or deductible. The company's
liability for current tax is calculated using tax rates that have
been enacted or substantively enacted by the reporting end
date.
Deferred tax
Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in
the computation of taxable profit, and is accounted for using the
balance sheet liability method. Deferred tax liabilities are
generally recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is
probable that taxable profits will be available against which
deductible temporary differences can be utilised. Such assets and
liabilities are not recognised if the temporary difference arises
from goodwill or from the initial recognition of other assets and
liabilities in a transaction that affects neither the tax profit
nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each
reporting end date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow
all or part of the asset to be recovered. Deferred tax is
calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised.
Deferred tax is charged or credited in the income statement, except
when it relates to items charged or credited directly to equity, in
which case the deferred tax is also dealt with in equity. Deferred
tax assets and liabilities are offset when the company has a
legally enforceable right to offset current tax assets and
liabilities and the deferred tax assets and liabilities relate to
taxes levied by the same tax authority.
1.8 Employee benefits
The costs of short-term employee benefits are recognised as a
liability and an expense, unless those costs are required to be
recognised as part of the cost of inventories or non-current
assets.
The cost of any unused holiday entitlement is recognised in the
period in which the employee's services are received.
Termination benefits are recognised immediately as an expense
when the company is demonstrably committed to terminate the
employment of an employee or to provide termination benefits.
1.9 Foreign exchange
Transactions in currencies other than pounds sterling are
recorded at the rates of exchange prevailing at the dates of the
transactions. At each reporting end date, monetary assets and
liabilities that are denominated in foreign currencies are
retranslated at the rates prevailing on the reporting end date.
Gains and losses arising on translation in the period are included
in profit or loss.
1.10 Earnings per share
Basic earnings per share is calculated by dividing the profit
attributable to owners of the Company, excluding any costs of
servicing equity other than ordinary shares by the weighted average
number of ordinary shares outstanding during the financial year,
adjusted for bonus elements in ordinary shares issued during the
year and excluding treasury shares.
The Company is loss making throughout the period considered in
this Financial Information, therefore diluted earnings per share
has not been considered.
2 Adoption of new and revised standards and changes in accounting policies
Standards which are in issue but not yet effective
The standards and interpretations that are issued, but not yet
effective, up to the date of issuance of the Financial Information
are listed below. The Company intends to adopt these standards, if
applicable, when they become effective.
IAS 1 Amendments regarding the classification of liabilities as
current or non-current - effective 1 January 2023
IAS 1 Amendments regarding the disclosure of accounting policies
- effective 1 January 2023
IAS 1 Amendments regarding non-current liabilities with
covenants - effective 1 January 2024
IAS 8 Amendments regarding the definition of accounting
estimates - effective 1 January 2023
IAS 12 Amendments regarding deferred tax on leases and
decommissioning obligations - effective 1 January 2023
IFRS 10 and IAS 28 Amendments regarding the sale or contribution
of assets between an investor and its associate or joint venture -
effective 1 January 2024
IFRS 16 Amendments regarding a sale and leaseback transaction -
effective 1 January 2024
IFRS 17 Insurance contracts and subsequent withdrawal of IFRS 4
'Insurance Contracts', and amendments to IFRS 17 - effective 1
January 2023
The Company is evaluating the impact of the new and amended
standards above.
The Directors believe that these new and amended standards are
not expected to have a material impact on the Company's results or
shareholders' funds.
3 Critical accounting judgements and key sources of estimation uncertainty
In the application of the company's accounting policies, the
directors are required to make judgements, estimates and
assumptions about the carrying amount of assets and liabilities
that are not readily apparent from other sources. The estimates and
associated assumptions are based on historical experience and other
factors that are considered to be relevant. Actual results may
differ from these estimates.
The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in
the period in which the estimate is revised, if the revision
affects only that period, or in the period of the revision and
future periods if the revision affects both current and future
periods.
The estimates and assumptions which have a significant risk of
causing a material adjustment to the carrying amount of assets and
liabilities are outlined below.
Critical judgements
Going concern basis
The most significant judgement relates to the adoption of the
going concern basis given the Company has not recorded any revenue
since the date of incorporation.
The directors consider the Company's cash balances to be
sufficient given the cash burn rate of the Company since listing on
the London Stock Exchange to ensure the Company will be able to
continue as a going concern for a period of at least 12 months from
the authorisation of these financial statements.
Further details can be found in the Directors' report under the
section headed Going Concern .
4 Operating loss
2023 2022
Operating loss for the year is stated after charging/(crediting): GBP GBP
Fees payable to the company's auditor for the audit
of the company's financial statements 26,700 8,500
======== =======
5 Employees
The average monthly number of persons (including directors) employed
by the company during the year was:
2023 2022
Number Number
5 5
======== =======
Their aggregate remuneration comprised:
2023 2022
GBP GBP
Wages and salaries 216,000 195,175
Social security costs 2,900 -
-------- -------
218,900 195,175
======== =======
6 Directors' remuneration
2023 2022
GBP GBP
Remuneration for qualifying services 216,000 195,175
Remuneration disclosed above includes the following amount paid
respectively to the highest paid directors, of which there are four
such individuals paid equally (further details included in the
Directors' Remuneration report):
2023 2022
GBP GBP
Remuneration for qualifying services 48,000 45,025
Since the Company was registered as a public company on 28 July
2021 four of the directors receive a monthly fee of GBP4,000 and
one director receives a monthly fee of GBP2,000 under the terms of
their respective service agreements for their services to the
Company. From 27 June 2023 the directors have agreed to defer
payment of fees until such a time that a reverse takeover or
acquisition is completed.
7 Income tax expense Analysis of tax expense
No liability to UK corporation tax arose for the year ended 30
June 2023 or period ended 30 June 2022.
Factors affecting the tax expense
The charge for the year can be reconciled to the loss per the
statement of profit or loss as follows:
2023 2022
GBP GBP
Loss before taxation (688,242) (303,404)
Expected tax credit based on a corporation tax
rate of 19.00% (2022: 19.00%) (130,766) (57,647)
Unrecognised deferred tax assets 130,766 57,647
Taxation charge for the year
- -
At the year end, there were cumulative unrecognised deferred tax
assets of GBP188,413 (2022: GBP57,647) in respect of unutilised tax
losses. These have not been recognised as their recovery cannot be
determined with reasonable certainty.
Deferred tax assets in respect of carried forward losses are not
recognised in the financial statements.
8 Earnings per share
2023 2022
Number of shares Number Number
Weighted average number of ordinary
shares for basic earnings per
share 399,985,888 399,985,888
2023 2022
Earnings GBP GBP
Continuing operations
Loss for the period from continued
operations (688,242) (303,404)
Basic and diluted earnings per Pence per Pence per
share share share
From continuing operations (0.17) (0.08)
Basic earnings per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the period.
Diluted earnings per share is calculated using the weighted
average number of shares adjusted to assume the conversion of all
dilutive potential ordinary shares.
9 Operating segments
The Board considers that during both the year ended 30 June 2023
and period ended 30 June 2022 the Company does not have specific
segments of operation.
Going forward the Company intends to focus on acquisitions in
the technology space; specifically targeting companies that
leverage state of the art technology in automotive, fintech, real
estate, banking, finance, telecommunications and blockchain
industries.
10 Trade and other receivables
2023 2022
Loans to directors GBP GBP
219,000 -
The directors consider that the carrying amounts of financial
assets held in the financial statements approximate to their fair
values-
Loans comprise solely of amounts loaned to directors. The loan
is interest free and repayable on demand.
11 Borrowings
2023 2022
Borrowings held at GBP GBP
cost:
Directors' loans 400 , 000 -
Loans comprise solely of amounts introduced by directors which
are for working capital requirements. The loan is interest free and
repayable on demand.
12 Fair value of financial liabilities
The directors consider that the carrying amounts of financial
liabilities held in the financial statements approximate to their
fair values.
13 Liquidity risk
The following table details the remaining contractual maturity
for the company's financial liabilities. The contractual maturity
is based on the earliest date on which the company may be required
to pay.
At 30 June 2022 Less than 1 year
GBP
Trade payables excluding accrued
expenses 56,859
Directors fees payable 195,175
252,034
=================
At 30 June 2023
Trade payables excluding accrued
expenses 19,403
Directors fees payable 123,175
Directors' loans 400,000
542,578
=================
Liquidity and capital risk management
The Company's capital structure consists of items in
shareholders' equity (deficiency). The Company's objectives when
managing capital are to safeguard the Company's ability to continue
as a going concern in order to provide returns for shareholders and
benefits for other stakeholders and to maintain an optimal capital
structure to reduce the cost of capital.
This was initially done through equity financing on
incorporation however since then the Company has moved to achieving
liquidity through loans from directors. Future financings are
dependent on market conditions. There were no other changes to the
Company's approach to capital management during the year.
The Company has adequate sources of capital to complete its
business plan, current obligations and ultimately the development
of its business over the long term, and will need to raise adequate
capital by obtaining equity financing and/or incurring debt.
Liquidity risk is the risk that the Company will not be able to
meet its financial obligations as they fall due. In conjunction
with the Company's capital risk management policy, the Company
ensures adequate liquidity is obtained and available to meet these
obligations. As at 30 June 2023, the Company had a cash balance of
GBP362,916 to settle current liabilities of GBP542,578. The Company
has mitigated liquidity risk by securing additional funding from
the directors since the reporting date, details of which can be
found in the note entitled Events after the reporting date.
14 Market risk
Market risk management
Interest rate risk
The Company does not currently have any financial instruments
that expose the Company to significant interest rate risk as the
Company does not have any debt that bears variable interest
rates.
Currency risk
The Company's financial instruments are currently all
denominated in British Pounds.
Price risk
The Company does not hold any equity securities and therefore is
not exposed to price risk.
Credit risk
The Company does not currently have any receivables and
therefore is not exposed to credit risk.
15 Business risk
As the Company is in its very early stages, business risk mainly
comprises effective cash management to ensure liabilities are met
as they fall due. The Board mitigates the impact of this by
periodically reviewing cash levels against forecasts and implements
strategies and actions to ensure sufficient cash is available for
the operation to continue as a going concern in order to meet the
Company's objectives.
16 Trade and other payables
2023 2022
GBP GBP
Trade payables 19,403 56,859
Accruals 36,384 10,608
Accrued directors fees 123,175 195,175
------- -------------------------
178,962 262,642
======= =========================
17 Share capital 2023 2022 2023 2022
Ordinary share capital Issued Number Number GBP GBP
and
fully paid Ordinary of 0.0167p 399,985,888 399,985,888 66,798 66,798
each
================ ================ ======= =========================
All Ordinary shares are allotted
and fully paid.
18 Share premium account 2023 2022
GBP GBP
At the beginning of the year
Issue 927,802
of new shares - - 927,802
------- -------------------------
At the end of the year 927,802 927,802
======= =========================
19 Events after the reporting date
Since the reporting period end date, director loans have been
issued to the Company totaling GBP500,000. These are interest free
and repayable on demand. The loan will not be recalled until such a
time that there are sufficient funds within the Company to enable
repayment and for the business to remain a going concern.
There are no other subsequent events since the reporting date to
disclose.
20 Related party transactions
Remuneration of key management personnel
The remuneration of key management personnel comprises solely of
the directors. This information is summarised in the note entitled
Directors' remuneration with further detail included in the
Directors' Remuneration Report.
Other transactions with related parties
Transactions with related parties include directors' fees and
loans which are disclosed in the following notes:
-- Directors' remuneration - fees paid to directors in the year
-- Trade and other receivables - loans made by the Company to directors
-- Trade and other payables - cumulative accrued directors fees
due to directors at the reporting date
-- Borrowings - loans made by directors to the Company
Of the above, directors' remuneration and accrued directors'
fees are arm's length transactions and conducted under normal
commercial terms. The directors' loans receivable and payable have
no right of offset and are not at arm's length or conducted under
normal commercial terms.
21 Controlling party
There is no one shareholder that owns greater than 50% of the
issued share capital of GS Chain Plc. The Company therefore does
not have an ultimate controlling party.
22 Cash absorbed by operations
2023 2022
GBP GBP
Loss for the year before income tax (688,242) (303,404)
Movements in working capital:
(Decrease)/increase in trade and
other payables (83,680) 262,642
Cash absorbed by operations (771,922) (40,762)
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END
ACSKZMFGDMKGFZM
(END) Dow Jones Newswires
October 31, 2023 11:02 ET (15:02 GMT)
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