EX-99.2 4 ex99-2.htm

 

Exhibit 99.2

 

Cheshire Trafford U.K. Limited

Financial Statements

December 31, 2017 and 2016

 

   
   

 

CONTENTS

 

  Page(s)
   
Report of Independent Registered Public Accounting Firm 1
   
Balance Sheets at December 31, 2017 and 2016 2
   
Statements of Operations and Comprehensive Income (Loss) for the Years Ended December 31, 2017 and 2016 3
   
Statement of Changes in Stockholders’ Equity for the Years Ended December 31, 2017 and 2016 4
   
Statement of Cash Flows for the Years Ended December 31, 2017 and 2016 5
   
Notes to Financial Statements 6-15

 

   
   

 

 

1
 

 

Cheshire Trafford U.K. Limited

Balance Sheets

 

   December 31, 2017   December 31, 2016 
Assets        
Current Assets          
Cash  $1,404   $18,864 
Accounts receivable - net   47,920    29,884 
Prepaid expenses and other current assets   -    5,689 
Investments   -    1,884 
Total current assets   49,324    56,321 
           
Non-Current Assets          
Property and equipment, net   735    990 
Total non-current assets   735    990 
           
Total assets  $50,059   $57,311 
           
Liabilities and Stockholders’ (Deficit) / Equity          
           
Current Liabilities          
Accounts payable and accrued liabilities  $5,176   $4,484 
Due to related parties - afiliate   25,656    - 
Due to related parties - director’s loan   33,757    36,996 
Total current liabilities   64,589    41,480 
           
Total liabilities  $64,589   $41,480 
           
Commitments and contingencies (Note 16)          
           
Stockholders’ (Deficit) / Equity          
Ordinary shares: 17,561 shares authorized; £1 or $1.6259 par value: 17,561 and 17,561 shares issued and outstanding, respectively.  $28,553   $28,553 
Additional paid in capital   52,743    52,743 
Accumulated deficit   (86,468)   (56,068)
Accumulated other comprehensive loss   (9,358)   (9,397)
Total stockholders’ (deficit) / equity   (14,530)   15,831 
           
Total liabilities & stockholders’ (deficit) / equity  $50,059   $57,311 

 

The accompanying notes are an integral part of these financial statements.

 

2
 

 

Cheshire Trafford U.K. Limited

Statements of Operations and Comprehensive Income (Loss)

 

   For the years ended, 
   December 31, 2017   December 31, 2016 
         
Commissions income  $193,531   $258,987 
Cost of revenue   (13,998)   (73,537)
Gross income  $179,533   $185,450 
           
General and administrative expenses   93,162    96,503 
Salaries and benefits   110,475    70,867 
Professional services   6,289    3,877 
Depreciation   333    886 
Total operating expenses   210,258    172,132 
           
(Loss) / income from operations  $(30,726)  $13,317 
           
Other income (expenses):          
Gain on disposals   326    - 
Other income   -    1,881 
Total other income   326    1,881 
           
Net (loss) / income  $(30,400)  $15,199 
           
Weighted average number of ordinary shares outstanding   17,561    17,561 
           
Net (loss) / earnings per ordinary share  $(1.73)  $0.87 
           
Comprehensive Income / (Loss):          
Net (loss) / income   (30,400)   15,199 
Gain / (loss) on foreign currency translation   39    (1,774)
Comprehensive (loss) / income  $(30,361)  $13,425 

 

The accompanying notes are an integral part of these financial statements.

 

3
 

 

Cheshire Trafford U.K. Limited

Statement of Changes in Stockholders’ (Deficit) / Equity

For the years ended December 31, 2017 and 2016

 

   Ordinary Shares  

Additional

Paid in

   Accumulated  

Accumulated Other

Comprehensive

   Total Stockholders’ 
   Number   Amount   Capital   Deficit   Loss   (Deficit) / Equity 
                         
December 31, 2015   17,561   $28,553   $52,743   $(71,267)  $       (7,623)  $2,406 
                               
Net income   -    -    -    15,199    -    15,199 
                               
Other comprehensive loss   -    -    -    -    (1,774)   (1,774)
                               
December 31, 2016   17,561   $28,553   $52,743   $(56,068)  $(9,397)  $15,831 
                               
Net loss   -    -    -    (30,400)   -    (30,400)
                               
Other comprehensive gain   -    -    -    -    39    39 
                               
December 31, 2017   17,561   $28,553   $52,743   $(86,468)  $(9,358)  $(14,530)

 

The accompanying notes are an integral part of these financial statements.

 

4
 

 

Cheshire Trafford U.K. Limited

Statement of Cash Flows

 

   For the years ended, 
   December 31, 2017   December 31, 2016 
         
Cash flows from operating activities:          
Net (loss) / income  $(30,400)  $15,199 
           
Adjustments to reconcile net income (loss) to cash provided by operating activities:          
           
Depreciation   333    886 
Bad debt (recovery) / expense   (3,008)   6,378 
Gain on disposals   (326)   - 
           
Changes in operating assets and liabilities:          
           
Accounts receivable - net   (15,028)   1,302 
Prepaid expenses and other current assets   5,689    (3,503)
Accounts payable and accrued liabilities   692    2,643 
           
Net cash (used in) / provided by operating activities  $(42,048)  $22,905 
           
Cash Flows provided by investing activities:          
           
Sale proceeds on disposal of investments   2,406    - 
           
Net cash provided by investing activities  $2,406   $- 
           
Cash flows from financing activities:          
           
Due to related parties - afiliate   25,656    (7,294)
Partial repayment of director’s loan   (3,239)   - 
           
Net cash provided by / (used in) financing activities  $22,417   $(7,294)
           
Effect of exchange rate changes on cash  $(235)  $(1,128)
           
Net (decrease) / increase in cash  $(17,460)  $14,483 
           
Cash at Beginning of Year  $18,864   $4,381 
           
Cash at End of Year  $1,404   $18,864 
           
Supplemental disclosure of cash flow information:          
Cash paid for interest  $-   $- 
Cash paid for income taxes  $-   $- 

 

The accompanying notes are an integral part of these financial statements.

 

5
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

Note 1 – Organization and Nature of Operations

 

Cheshire Trafford U.K. Limited (hereinafter referred to as “CT” or the Company), was incorporated under the laws of United Kingdom on January 26, 1976 as a limited liability company. CT is licensed and regulated by the Financial Conduct Authority (FCA), United Kingdom. The Company conducts business with customers primarily based in the United Kingdom.

 

The Company´s principal business is acting as broker for sale of Lump Sum or Single Premium Insurance Policies and/or the sale of Regular Premium Investment or Insurance Policies that are issued by third party insurance companies.

 

Note 2 – Basis of Presentation

 

The Company has prepared the accompanying financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All amounts in the financial statements are stated in U.S. dollars.

 

Note 3 – Summary of Significant Accounting Policies

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

 

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation, or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future non-confirming events. Accordingly, the actual results could differ from those estimates. Significant estimates in the accompanying financial statements relate to net book value and depreciation expense of fixed assets, the recognition and disclosure of contingent liabilities and the collectability of accounts receivable.

 

Risks and Uncertainties

 

The Company’s operations are subject to significant risk and uncertainties including financial, operational, competition and potential risk of business failure. These risks may include increased competition, reduction in market demographic, closing of available products, geo-political risks, regulatory changes, or inability to continue operations in a specific region.

 

Accounts Receivable and Allowance for Doubtful Accounts

 

The Company recognizes accounts receivable for commissions earned in connection with the services provided. The Company recognizes an allowance for doubtful accounts based on an analysis of current receivables aging and expected future write-offs, as well as an assessment of specific identifiable customer accounts considered at risk or uncollectible.

 

6
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

Cash Equivalents

 

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At December 31, 2017 and 2016, the Company had no cash equivalents.

 

Fixed Assets

 

Fixed assets are stated at cost of acquisition less accumulated depreciation. Depreciation is determined by the straight-line depreciation method over the estimated useful lives of the assets. Cost of improvements that substantially extend the useful lives of assets are capitalized. Repairs and maintenance expenses are charged to expense when incurred. In case of sale or disposal of an asset, the cost and related accumulated depreciation are removed from the financial statements.

 

Useful lives of the fixed assets are as follows:

 

Fixtures and fittings 10 years
Computer equipment 3 years

 

Impairment of Long-Lived Assets

 

The Company reviews long-lived assets, such as property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of by sale would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. There were no assets or liabilities held for sale at December 31, 2017 and 2016.

 

Functional and Foreign Currency

 

The accompanying financial statements are presented in United States dollars “$” and/or “USD”. The functional currency of the Company is the Great Britain Pound “£“and/or “GBP”. All foreign currency balances and transactions are translated into United States dollars “$” and/or “USD” as the reporting currency. Assets and liabilities are translated at the exchange rate in effect at the balance sheet date. Revenues and expenses are translated at the average rate of exchange prevailing during the reporting period. Equity transactions are translated at each historical transaction date spot rate. Translation adjustments arising from the use of different exchange rates from period to period are included as a component of our stockholders’ equity (deficit) as “Accumulated other comprehensive income (loss)”. Gains and losses resulting from foreign currency transactions are included in the statement of operations.

 

Concentrations of Credit Risk

 

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company maintains cash and cash equivalents with various high quality financial institutions located outside of the United States and monitors the credit ratings of those institutions. The Company’s sales are primarily to customers located in the United Kingdom. The Company performs ongoing credit evaluations of its customers, and the risk with respect to trade receivables is further mitigated by the diversity of the customer base. Accounts receivable are due principally from the companies under stated contract terms.

 

7
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

Fair Value Measurements and Fair Value of Financial Instruments

 

The Company measures assets and liabilities at fair value based on an expected exit price as defined by the authoritative guidance on fair value measurements, which represents the amount that would be received on the sale of an asset or paid to transfer a liability, as the case may be, in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability.

 

The estimated fair value of certain financial instruments, including cash, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments.

 

Revenue Recognition

 

The Company recognizes revenue from the services it provides, when all of the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) services have been performed; (3) commission rate and fees are fixed or determinable; and (4) collectability is reasonably assured.

 

The Company normally generates revenue by earning initial and trail commissions on insurance policy sales and renewals, which are based on a percentage of the insurance products sold. The Company generates commissions by acting as a broker of third party key products such as life insurance, medical insurance, regular savings policies, investment management services and lump sum insurance policies.

 

Commission income is recognized on the transaction date.

 

All revenues are generated from clients whose operations are based outside of the United States. For the years ended December 31, 2017 and 2016, the Company had the following concentrations of revenues:

 

   2017   2016 
         
Adviser initial fee   16.59%   5.16%
Adviser ongoing fee   19.12%   35.40%
Initial commissions   0.69%   9.67%
Renewal commissions   25.47%   28.44%
Trial commissions   27.97%   17.01%
Other revenue   10.16%   4.33%
    100%   100%

 

8
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

At December 31, 2017 and 2016, the Company had the following concentrations of accounts receivables with various insurance companies:

 

Name  December 31, 2017   December 31, 2016 
         
AJ Bell   6.62%   10.31%
Canada Life International   11.09%   8.18%
Fidelity International   5.42%   6.64%
Old Mutual International   14.04%   14.21%
Old Mutual Wealth Life   12.83%   29.25%
Royal London   23.19%   21.98%
Aviva   3.14%   0%
Prudential Assurance   4.31%   0%
Others   19.37%   9.43%
    100%   100%

 

Income Taxes

 

Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss carry-forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided to reduce the carrying amount of deferred income tax assets if it is considered more likely than not that some portion, or all, of the deferred income tax assets will not be realized.

 

The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company will record interest and penalties related to unrecognized tax benefits in income tax expense. There were no penalties or interest related to income tax positions for the years ended December 31, 2017 and 2016.

 

Under the Corporation Tax Act, 2010 as applicable in the United Kingdom, income tax is to be calculated based on 19% of the taxable income.

 

Earnings per Share

 

Basic net earnings (loss) per share is computed by dividing net income (loss) by weighted average number of capital shares outstanding during each period. Diluted earnings per share is computed by dividing net income by the weighted average number of capital shares and capital share equivalents outstanding during the period such as warrants, options and convertible securities. As at December 31, 2017 and 2016, the Company had no capital share equivalents outstanding that would be dilutive.

 

Comprehensive Income / (Loss)

 

The Comprehensive Income Topic of the FASB Accounting Standards Codification establishes standards for reporting and presentation of comprehensive income and its components in a full set of financial statements. Comprehensive income for each of the two years in the period ended December 31, 2017, includes only foreign currency translation gains (losses), and is presented in the Company’s consolidated statement of comprehensive income (loss).

 

9
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

Changes in accumulated other comprehensive income (loss) by component during the years ended December 31, 2017 and 2016 were as follows:

 

Foreign Currency Translation gains (losses)    
     
Balance, December 31, 2016  $(7,623)
Translation rate loss   (1,774)
Balance, December 31, 2016   (9,397)
      
Translation rate gain   39 
Balance, December 31, 2017  $(9,358)

 

Recent Accounting Pronouncements

 

There are no new accounting pronouncements that we expect to have an impact on the Company’s financial statements other than discussed below:

 

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This update is intended to improve the financial reporting requirements for revenue from contracts with customers by providing a principle-based approach. The core principle of the standard is that revenue should be recognized when the transfer of promised goods or services is made in an amount that the entity expects to be entitled to in exchange for the transfer of goods and services. The update also requires disclosures enabling users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. On July 9, 2015, the FASB voted to defer the effective date of this guidance by one year. On March 17, 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606), Principal versus Agent Considerations, which clarifies how an entity determines if it is a principal or an agent for each specified good or service promised to the customer, the nature of each specified good or service, and how an entity that is principal obtains control of a good and service provided by another party involved in providing goods or services to a customer. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606), Identifying Performance Obligations and Licensing, which clarifies the guidance related to whether goods or services are distinct within the context of contract and therefore a performance obligation and the timing and pattern of revenue recognition for IP licenses. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, which provides clarifying guidance in certain narrow areas and added some practical expedients. In December 2016, the FASB issued ASU 2016-20, Revenue from Contracts with Customers (Topic 606): Technical Corrections and Improvements, which provides clarifying guidance in certain technical areas. The standard and related amendments will be effective for financial statements issued by public companies for interim and annual reporting periods beginning after December 15, 2017. Early adoption of the standard is permitted, but not before the original date of financial statements issued by public companies for interim and annual reporting periods beginning after December 16, 2017. After evaluating the potential impact of this guidance on these financial statements, the management believes that there would be no effect on prior revenue recognized until December 31, 2017.

 

10
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

Note 4 – Accounts Receivable - net

 

Following is a summary of accounts receivable as at December 31, 2017 and 2016;

 

   December 31, 2017   December 31, 2016 
Accounts receivable – trade  $51,118   $35,684 
Less: Allowance for doubtful accounts   (3,198)   (5,800)
   $47,920   $29,884 

 

Note 5 – Prepaid Expenses and Other Current Assets

 

At December 31, 2016, prepaid expenses and other current assets include prepaid regulatory fee and subscriptions amounting to $5,689 that was fully amortized to income statement during the year ended December 31, 2017. The Company had no prepaid expenses as at December 31, 2017.

 

Note 6 – Property and Equipment

 

The following table reflects net book value of property and equipment as of December 31, 2016:

 

   Furniture and fixtures   Computer equipment   Total 
Cost               
Balance as at December 31, 2015  $24,910   $18,125   $43,035 
Additions / Disposals   -    -    - 
Translation rate differences   (4,102)   (2,985)   (7,087)
Balance as at December 31, 2016  $20,808   $15,140   $35,948 
                
Accumulated depreciation               
Balance as at December 31, 2015  $22,976   $17,909   $40,885 
Depreciation charge for the year   698    188    886 
Translation rate differences   (3,847)   (2,966)   (6,813)
Balance as at December 31, 2016   19,827    15,131    34,958 
Net book value as at December 31, 2016  $981   $9    990 

 

11
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

The following table reflects net book value of property and equipment as of December 31, 2017:

 

   Furniture and fixtures   Computer equipment   Total 
Cost               
Balance as at December 31, 2016  $20,808   $15,140   $35,948 
Additions / Disposals   -    -    - 
Translation rate differences   1,975    1,438    3,413 
Balance as at December 31, 2017  $22,783   $16,578   $39,361 
                
Accumulated depreciation               
Balance as at December 31, 2016  $19,827   $15,131   $34,958 
Depreciation charge for the year   324    9    333 
Translation rate differences   1,897    1,438    3,335 
Balance as at December 31, 2017   22,048    16,578    38,626 
Net book value as at December 31, 2017  $735   $-    735 

 

Note 7 - Accounts Payable and Accrued Liabilities

 

The following is a summary of accounts payable and accrued liabilities as at December 31, 2017 and 2016;

 

   December 31, 2017   December 31, 2016 
Payroll tax withholding payable  $2,944   $374 
Pension payable   505    - 
Accrued expenses   1,727    4,110 
   $5,176   $4,484 

 

Note 8 – Due to Related Parties

 

From time to time, the Company receives advances from related parties such as principal officers and directors, shareholders or affiliated companies in the normal course of business. Loans and advances received from related parties are unsecured and non-interest bearing. Balances outstanding to these persons for less than 12 months are presented under current liabilities in the accompanying financial statements. As of December 31, 2017 and 2016, the Company owed $25,656 and $0, respectively to its affiliate and $33,757 and $36,996, respectively to its director on short-term basis.

 

Note 9 - Stockholders’ Equity

 

Ordinary Shares

 

At December 31, 2017 and 2016, the Company had 17,561 authorized, issued and outstanding ordinary shares having a par value of £1 or $1.6259 per share.

 

During the years ended December 31, 2017 and 2016, the Company had not issued any new ordinary shares.

 

Note 10 – Cost of Revenue

 

The following is a summary of cost of revenue for the years ended December 31, 2017 and 2016;

 

   December 31, 2017   December 31, 2016 
Commissions paid  $2,534   $6,929 
Consulting services   14,473    60,231 
Bad debt (recovery) / expense   (3,008)   6,378 
   $13,998   $73,537 

 

12
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

Note 11 - General and Administrative Expenses

 

The following is a summary of general and administrative expenses for the years ended December 31, 2017 and 2016;

 

   December 31, 2017   December 31, 2016 
Rent  $34,628   $39,489 
Rates and water   344    476 
Insurance   9,107    9,382 
Light and heat   6,817    8,189 
Staff recruitment   958    1,294 
Telephone   2,842    4,055 
Post and stationery   2,036    1,030 
Travelling   1,504    1,734 
Motor expenses   2,709    - 
Regulatory fees and subscriptions   9,453    6,525 
IT expenses   14,021    14,069 
Repairs and renewals   3,002    4,512 
Subscriptions   4,369    3,791 
Sundry expenses   1,373    1,956 
   $93,162   $96,503 

 

Note 12 – Salaries and Benefits

 

The following is a summary of salaries and benefits for the years ended December 31, 2017 and 2016;

 

   December 31, 2017   December 31, 2016 
Staff salaries & allowances  $102,449   $59,657 
Compensation claims   -    6,780 
Social security   4,827    1,673 
Pension   3,199    2,756 
   $110,475   $70,867 

Note 13 – Professional Services

 

The following is a summary of professional services expenses for the years ended December 31, 2017 and 2016;

 

   December 31, 2017   December 31, 2016 
Accounting fees  $4,237   $3,375 
Bank charges   461    501 
Legal fee   1,546    - 
Other professional fees   45    - 
   $6,289   $3,877 

 

13
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

Note 14 – Income Tax

 

The income tax provision differs from the amount of tax determined by applying the UK corporation tax rate of 19% as follows:

 

   2017   2016 
         
Income Tax (benefit) provision at statutory rate:  $(5,776)  $2,888 
           
Increase (decrease) in income tax due to:          
Depreciation   63    168 
Gain on disposal of assets   (62)   - 
Capital allowance   (65)   (79)
Change in valuation allowance   5,840    (2,977)
Total  $-   $- 

 

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income taxes.

 

Net deferred tax assets and liabilities are comprised of the following:

 

   2017   2016 
         
Deferred tax assets          
Net operating loss carry-forward  $13,797   $7,957 
Valuation allowance   (13,797)   (7,957)
Deferred tax assets, net  $-   $- 

 

In assessing the realizability of deferred tax assets, management considers that whether it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. As of December 31, 2017 and 2016, based upon the levels of historical taxable income, the Company believes that it is more-likely-than-not that it will not be able to realize the benefits of some or all of these deductible differences. Accordingly, a valuation allowance of approximately $(13,797) and $(7,957) has been provided in the accompanying financial statements as of December 31, 2017 and 2016, respectively.

 

At December 31, 2017, the Company had approximately $72,615 of net operating loss carry-forwards that will not expire as long as the company continues to carry on the similar trade.

 

Note 15 – Related Party Transactions

 

At December 31, 2017, there were advances due to related parties. (See Note 8)

 

14
 

 

Cheshire Trafford U.K. Limited

Notes to Financial Statements

December 31, 2017 and 2016

 

Note 16 - Commitments and Contingencies

 

Contingencies

 

The Company consults with legal counsel on matters related to litigation and other experts both within and outside the Company with respect to matters in the ordinary course of business. The Company does not have any contingent liabilities in respect of legal claims arising in the ordinary course of business as at December 31, 2017 and 2016.

 

Commitments

 

The following is a list of the Company’s commitments that are incurred each year:

 

  Office rental agreement of $3,025 per month, on a month-to-month basis.

 

Note 17 – Subsequent Events

 

Management has evaluated subsequent events through July 16, 2018, the date on which the financial statements were available to be issued. No events have occurred since the balance sheet date that would have material impact on the financial statements.

 

15