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FINANCIAL STATEMENTS
Company information 1
Financial statements
Notes 9 - 17
The following does not form an integral part of these financial statements:
Schedule of operating expenditure Appendix I
Model File Limited
Annual report and financial statements
1.0
For the year ended 31st December 2006 1/2
COMPANY INFORMATION
1
Advocates Ukweli & Co. Advocates
Kenyatta Avenue
P.O. Box 23, 2020
Nairobi,
Kenya.
1
Model File Limited
Report of the directors 1.0
For the year ended 31st December 2006 1/3
The directors submit their report together with the audited financial statements for the year ended 31st December 2006, which disclose
the state of affairs of the company.
Incorporation
The company is incorporated in Kenya under the Kenyan Companies Act, and is domiciled in Kenya. The address of the registered office
is as set out on page 1.
Principal activities
The net profit for the year of Shs. 3,781,129 has been added to retained earnings. The directors do not recommend the declaration of a
dividend for the year.
Directorate
The directors who held office during the year and to the date of this report are set out on page 1.
In accordance with the company's Articles of Association, all directors are subject to retirement by rotation.
Auditors
During the year, Bidii & Co. were appointed as the company's auditors and have expressed their willingness to continue in office in
accordance with Section 159(2) of the Kenyan Companies Act.
John Kamau
Director
2
Nairobi, 20th June 2007
2
Haffan Limited
Statement of directors' responsibilities 1.01
For the year ended 31st December 2006 /4
The directors accept responsibility for the financial statements, which have been prepared using appropriate accounting policies supported
by reasonable and prudent judgements and estimates, in conformity with International Financial Reporting Standards and the requirements
of the Kenyan Companies Act. The directors are of the opinion that the financial statements give a true and fair view of the state of the
financial affairs of the company as at 31st December 2006 and of its operating results for the year then ended. The directors further accept
responsibility for the maintenance of accounting records which have been relied upon in the preparation of the financial statements, as
well as on the adequacy of the systems of internal financial controls.
Nothing has come to the attention of the directors to indicate that the company will not remain a going concern for at least the next twelve
months from the date of this statement.
Approved by the board of directors on 20th May 2007 and signed on its behalf by:
3
Financial statements
For THE YEAR ENDED 31 DECEMBER 2022 goodwill
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
COST OF INVESTMENT
NCI
Note Rm
Sales 1,480,445
( -) ofCost
Cost of sales
sales (492,735)
(443,685)
987,710
expenses (194,542)
793,168
SHARE OF PROFIT OF A (61917 x 20%) 12,383
5
RM RM
OST OF INVESTMENT 90000
153000
ORDINARY SHARE CAPITAL 112500
RP 50000
ITECH 40000
GOODWILL SALES 40500
(-) IMPAIRMENT OF GOODWILL -20250
GOODWILL ON FP 20250 0.00
PARENT 587301
SUBSIDIARY (100000-50000) 50000
ASSIOCIATE (50000-30000) 20000
657301
RETAINED PROFIT C/F
RP C/F 657301
PROFIT FOR THE YEAR 765,539
(-) DIVIDEND 1000
1423840
(-) URP -5807
URP -343
IMPAIRMENT OF GOODWILL -20250
1397440
NCI
ON acquisition DATE 153000
POST RP (205867-50000)X 20% 31173
184173
INVESTMENT IN A
COST OF INVESTMENT 20000
POST RP (61917-30000)X 25% 7979
27979
5
1.01/
5
We have audited the accompanying financial statements of Model File Limited, set out on pages 5 to 17 which comprise the balance sheet as
at 31st December 2006, and the profit and loss account, statement of changes in equity and cash flow statement for the year then ended, and
a summary of significant accounting policies and other explanatory notes.
The directors are responsible for the preparation and fair presentation of these financial statements in accordance with International Financial
Reporting Standards and the requirements of the Kenyan Companies Act. This responsibility includes: designing, implementing and
maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement,
whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in
the circumstances.
Auditor's Responsibility
Our responsibility is to express an independent opinion of these financial statements based on our audit. We conducted our audit in
accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The
procedures selected depended on our professional judgement, including the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk assessments, we considered the internal control relevant to the company's
preparation and fair presentation of the financial statements in order to design audit procedures that were appropriate in the circumstances,
but not for the purpose of expressing an opinion on the company's internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation
of the financial statements.
4
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion the accompanying financial statements give a true and fair view of the state of financial affairs of the company as at 31st
December 2006 and of its profit and cash flows for the year then ended in accordance with International Financial Reporting Standards and
the Kenyan Companies Act.
As required by the Kenyan Companies Act we report to you, based on our audit, that:
i) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of
our audit;
ii)
in our opinion, proper books of account have been kept by the company, so far as appears from our examination of those books; and
iii) the company's balance sheet and profit and loss account are in agreement with the books of account.
4
Model File Limited
Financial statements
For THE YEAR ENDED 31 DECEMBER 2022
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Note Rm
OWNER EQUITY
Share capital 8 187,500
Retained earnings 1,397,440
2,134,807
REPRESENTED BY
Non-current assets
Factory Plant 11 592,000
investment in assiosiate 27,979
machinery 49,000
goodwill 12 20,250
i-tech 13 40,000
Secret Recipe 10 36,000
Reasearch and development 16,800
782,029
Current assets 0
Inventories 14 188,510
trade receivables 648,217
Cash at bank and in hand 16 516,051
1,352,778
2,134,807
6
The financial statements on pages 5 to 17 were approved for issue by the board of directors on 20th May 2007 and were signed on
its behalf by:
6
20,262
6
Model File Limited
Financial statements 1.0
For THE YEAR ENDED 31 DECEMBER 2022 1/9
CONSOLIDATED CASH FLOW STATEMENT
2006
Note Shs
Cash flows from operating activities
Profit before income tax 0
Adjustments for:
Depreciation on property, plant and equipment 11 737,866
Amortisation of prepaid operating lease 12 14,925
Profit on disposal (73,273)
Amortisation of intangible assets 13 166,667
Interest expense 6 1,196,816
Interest income 4 (13,766)
8
Proceeds from issue of share capital 500,000
Proceeds from borrowings (2,019,725)
Repayment of borrowings 10,686,620
8
A&Z CO
Financial statements 1.0
For THE YEAR ENDED 31 DECEMBER 2022 1/8
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share Retained
capital earnings Total
Note Shs Shs Shs
7
UUUUUN
7
Model File Limited
Financial statements 1.01/
For THE YEAR ENDED 31 DECEMBER 2022 10
NOTES
1. Accounting policies
The principal accounting policies adopted in the preparation of these financial statements are set out below:
a) Basis of preparation
The financial statements are prepared in compliance with International Financial Reporting Standards under the historical cost
convention, and are presented in the functional currency, Kenya Shillings (Shs).
The preparation of financial statements in conformity with International Financial Reporting Standards requires the use of estimates
and assumptions. It also requires management to exercise its judgement in the process of applying the accounting policies adopted by
the company. Although such estimates and assumptions are based on the directors' best knowledge of the information available, actual
results may differ from those estimates .
In 2006, new and revised standards and interpretations became effective for the first time and have been adopted by the company where
relevant to its operations. The adoption of these new and revised standards had no material effect on the companies accounting policies
or disclosures.
Standards, interpretations and amendments to published standards that are not yet effective
The following amendment to an existing standard and issue of a new standard will become mandatory for the company's acconting
periods beginning 1st January 2007, but which the company has not early adopted:
* IAS 1 introduces additional disclosures about the level of the company's capital and how it manages capital.
* IFRS 7 introduces new disclosures on financial instruments. It requires the disclosure of qualitative and quantitative information
about exposure to risks arising from financial instruments, including specified minimum disclosures about credit risk, liquidity risk and
market risk, including sensitivity analysis to market risk.
These additional requirements will not have any significant impact on the financial statements.
b) Revenue recognition
9
Sales represent the fair value of consideration received or receivable for the sale of goods, and are stated net of Value Added Tax,
rebates and trade discounts. Cash discounts are included as part of finance costs.
Sale of goods are recognised in the period in which the company delivers products to the customer, the customer has accepted the
products and the collectibilty of the related receivables are reasonable assured.
Interest income is accounted on a time proportion basis using the effective interest method.
All categories of property, plant and equipment are initially recognised at historical cost.All other items of property, plant and
equipment are stated at historical cost less accumulated depreciation and accumulated impairment losses.
Subsequent costs are included in the asset's carrying value only when it is probable that future economic benefits associated with the
item will flow to the company and the cost of the item can be measured reliably. Repairs and maintenance is charged to the profit and
loss account in the year to which it relates.
Depreciation is calculated using the reducing balance method to write down the cost of each asset to its residual value over its
estimated useful life using the following annual rates:
Rate - %
Building 2.5
Motor vehicles 25
Furniture & fittings 12.5
Computers, copiers & faxes 30
9
Model File Limited
Financial statements 1.01/
For THE YEAR ENDED 31 DECEMBER 2022 11
NOTES
The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.
Property, plant and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying
amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use.
Gains and losses on disposal of property, plant and equipment are determined by reference to their carrying amount and are taken into
account in determining operating profit.
d) Intangible assets
Software licence costs are stated at historical cost less accumulated amortisation and any accumulated impairment losses. Amortisation is
calculated using the straight line method to write down the cost of the software to its residual value over the estimated useful life using an
annual rate of 33.33%.
Transactions in foreign currencies during the year are converted into Kenya Shillings using the exchange rate prevailing at the transaction
date. Monetary assets and liabilities at the balance sheet date denominated in foreign currencies are translated into Kenya Shillings using
the exchange rate prevailing as at that date. The resulting gains and losses from the settlement of such transactions and translations are
recognised on a net basis in the profit and loss account in the year in which they arise.
f) Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in first-out method. Cost comprises
the cost of purchase and all other costs attributed to bring the goods to that particular condition and location. Net realisable value is the
estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
10
Provisions are recognised when the company has a present legal or constructive obligation as a result of past events and it is probable that
an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate of the amount of the
obligation can be made.
The company and the employees contribute to the National Social Security Fund, a national defined contribution scheme. Contributions
are determined by local statute and the company's contributions are charged to the profit and loss account in the year to which they relate.
i) Employee entitlements
Employee entitlements to long service awards are recognised as a liability based on the service rendered by the employees up to the
balance sheet date. The estimated monetary liability for employees' accrued annual leave entitlement at the balance sheet date is
recognised as an expense accrual.
j) Borrowing costs
Borrowing costs are recognised as an expense in the year in which they are incurred.
k) Taxation
Tax expense in the profit and loss account is the aggregate of the current income tax and deferred income tax.
10
Model File Limited
Financial statements 1.01/
For THE YEAR ENDED 31 DECEMBER 2022 12
NOTES
k) Taxation (continued)
Current tax
Current tax is provided on the basis of results for the year adjusted in accordance with the fiscal laws of Kenya.
Deferred tax
Deferred tax is provided in full on all temporary differences except those arising at the initial recognition of an asset or liability, other
than a business combination, that at the time of the transaction affects neither the accounting nor taxable profit or loss. Deferred tax is
provided using the liability method on all temporary differences arising between the tax bases of assets and liabilities and their carrying
values for financial reporting purposes, using tax rates enacted or substantively enacted at the balance sheet date and are expected to
apply when the related deferred tax liability is settled.
Deferred tax assets are recognised only to the extent that it is probable that future taxable profits will be available against which
temporary differences can be utilised.
l) Financial instruments
i) Held-to-maturity investments which are non-derivative financial assets with fixed or determinable payments and fixed maturity that
an entity has a positive intention to hold to maturity.
ii) Loans and receivables which are non-derivative financial assets created by the company by providing money or products directly to
the debtor other than those with the intent to be sold immediately or in the short run.
iii) Available-for-sale financial assets which are assets held for an indefinite period of time, but may be sold in response to needs for
liquidity or changes in interest rates.
All financial assets are classified as non-current except those with maturities of less than 12 months from the balance sheet date, those
which the directors have the express intention of holding for less than 12 months from the balance sheet date or those that are required to
be sold to raise operating capital, in which case they are classified as current assets.
11
All financial assets are recognised initially using the trade date accounting which is the date the company commits itself to the purchase
or sale and recorded at the fair value of the consideration given plus the transaction costs. Subsequently, held-to-maturity investments
and loans and receivables are carried at amortised cost using the effective interest method.
* Receivables are classified as 'loans and receivables' and are carried at amortised cost using the effective interest method.
* Term, current and call deposits with banking institutions are classified as 'held-to-maturity investments' and are carried at amortised
cost using the effective interest method.
Financial liabilities
All financial liabilities including borrowings are recognised initially at fair value plus the transaction costs and subsequently carried at
amortised cost using the effective interest method.
m) Receivables
Receivables are recognised initially at fair value and are subsequently measured at amortised cost using the effective interest method.
11
11
Model File Limited
Financial statements 1.01/
For THE YEAR ENDED 31 DECEMBER 2022 13
NOTES
m) Receivables (continued)
A provision for impairment is recognised in the profit and loss account in the year when recovery of the amount due as per the
original terms is considered doubtful. The provision is based on the difference between the carrying amount and the present value of
the expected cash flows, discounted at the effective interest rate.
Receivables not collectable are written off against the related provisions. Subsequent recoveries of amounts previously written off are
credited to the profit and loss account in the year of recovery.
Cash and cash equivalents include cash in hand, term and call deposits with banking institutions and other short-term highly liquid
investments in money market instruments with maturities of three months or less from the date of acquisition net of bank overdrafts.
In the balance sheet, bank overdrafts are included as borrowings under current liabilities.
o) Operating leases
Leases of assets where a significant proportion of the risks and rewards of ownership are retained by the lessor are classified as
operating leases. Payments made under operating leases are charged to the profit and loss account on a straight line basis over the
lease period. Prepaid operating lease rentals are recognised as assets and are subsequently amortised over the lease period.
p) Comparatives
There are no comparative figures since this is the first year of operations.
The company's activities expose it to a variety of financial risks including credit liquidity and interest rates risks and changes in market
prices of the company's products. The company's overall risk management programme focuses on unpredictability of changes in the
business environment and seeks to minimise the potential adverse effect of such risks on its performance by setting acceptable levels of
risk. The company does not hedge any risks and has in place policies to ensure that credit is extended to customers with an established
credit history.
12
3. Critical accounting estimates and judgements
The company makes estimates and assumptions that affect the reported amounts of assets and liabilites within the next financial period.
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including experience of future
events that are believed to be reasonable under the circumstances.
Critical estimates are required in determining the depreciation rates for property, plant and equipment. The management determines
these rates of depreciation based on their assessment of the useful lives of the various items of property, plant and equipment.
Critical estimates are made by management in determining the amortisation rates for intangible assets. The management determines
these rates of amortisation based on their assessment of the useful lives of the intangible assets.
Significant estimates are required in determining the provision for income taxes. There are many transactions and calculations for
which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome is different from
the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in
which such determination is made.
12
Model File Limited
Financial statements 1.01/
For THE YEAR ENDED 31 DECEMBER 2022 14
NOTES
The company regularly reviews its receivables to assess impairment. In determining whether an impairment loss should be recorded
in the profit and loss account, the company makes judgements as to whether there is any observable data indicating that there is a
measurable decrease in the estimated future cash flows of any receivables.
462,566
5. Operating profit
13
(b) Employee benefits expense
6. Finance costs
1,196,816
7. Tax
13
Model File Limited
Financial statements 1.01/
For THE YEAR ENDED 31 DECEMBER 2022 15
NOTES
The tax on the company's profit before tax differs from the theoretical amount that would arise using the corporation tax rate as follows:
The total number of authorised ordinary shares is 5,000 with a par value of Shs. 100 each.
On 1st January 2006, a total of 5,000 ordinary shares were allotted to shareholders at a price of Shs. 100 per share.
9. Borrowings
Non-current
Bank loan 0
Current
14
Bank loans 0
Bank overdraft (Note 16) 0
Total borrowings 0
* The bank overdraft facility of Shs. 1 million and loan facility of Shs. 8.75 million from Haba na Haba Bank Ltd. are secured by:
- First legal charge of Shs. 8.75 million over property L.R. No. 209/000.
- Directors' personal guarantees.
* The loan facility of Shs. 1.9 million from Kenya Alliance Bank Ltd. is secured by the directors' personal guarantees.
In the opinion of the directors, the carrying amount of the borrowings approximates to the fair value.
14
Model File Limited
Financial statements 1.01/
For THE YEAR ENDED 31 DECEMBER 2022 16
NOTES
Deferred tax is calculated using the currently enacted corporation tax rate of 30%. The movement on the deferred tax account is as follows:
2006
Shs
At 1st January -
(Credit) to profit and loss account (Note 7) (170,956)
Deferred tax assets and liabilities, deferred tax (credit) in the profit and loss account are attributable to the following items:
- (224,942) (224,942)
15
Depreciation charge (223,256) (450,000) (46,237) (18,373) (737,866)
Amortisation
At Ist January -
Charge for the year 14,925
15
Model File Limited
Financial statements 1.01/
17
For THE YEAR ENDED 31 DECEMBER 2022
NOTES
The intangible assets included above have a finite useful lives, over which the assets are amortised. The amortisation period is the
estimated period of the licence which is three years.
Stock-in-trade 19,240,009
Work in progress 500,900
19,740,909
15. Trade and other receivables
35,396,057
16
16. Cash and cash equivalents
For the purpose of the cash flow statement, cash and cash equivalents
comprise the following:
645,400
The weighted average effective interest rate on short-term bank deposits at the year-end was 4%.
51,952,429
16
Model File Limited
1.01/1
Schedule of operating expenditure 9
For THE YEAR ENDED 31 DECEMBER 2022
SCHEDULE OF OPERATING EXPENDITURE
Establishment:
Electricity and water 116,456
Appendix I
Repairs and maintenance 334,987
Insurance 1,069,477
Security 468,660
Licenses and subscriptions 22,000
Amortisation of intangible assets 166,667
Amortisation of prepaid operating lease 14,925
Depreciation on property, plant and equipment 737,866
Appendix I
Model File Limited
Financial statements 1.01/
18
For THE YEAR ENDED 31 DECEMBER 2022
NOTES
The company is related to other companies which are related through common shareholding or common directorships.
2006
The following transactions were carried out with related parties. Shs
Sales and purchases to / from related parties were made at terms and conditions similar to those offered to / by major customers / suppliers.
v) Directors' emoluments
Directors' remuneration
- As executives 5,539,556
17
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