RNS Number : 9804C
Starcrest Education The Belt & Road
23 October 2020
 

23 October 2020

 

Starcrest Education The Belt & Road Limited

 

("Starcrest" or the "Company" or the "Group")

 

Interim Results for the six months to 30 June 2020

 

Starcrest Education The Belt & Road Limited (LSE: OBOR), the international developer and operator of education services in Europe, is pleased to announce its unaudited results for the six months to 30 June 2020.

 

Highlights

 

·    Further to the initial fund raise, as of 30 June 2020, the Group had cash balances of £1,920,399

·    Further to the signing of the non-legally binding Heads of Terms to acquire sixty per cent. of the issued share capital of The London School of Science and Technology Limited (the "Target") ("the Proposed Transaction"), as announced on 18 September 2019, the Company has agreed to a put option to require it to purchase the remaining forty per cent. shareholding in the Target following completion of the Proposed Transaction

·    The Company made a loss before tax for the period of £1,004,044, which principally covers costs relating to the due diligence of the Proposed Transaction

·    Announced the appointment of Mr. Luo Peng to the Board as Executive Director

 

John McLean OBE, Non-Executive Chairman, commented:

 

"We are pleased to announce Starcrest's interim results for the six months to 30 June 2020.

 

"Starcrest's continued ambition is to seek relevant acquisition opportunities to enable the Company to provide forward thinking, value added solutions for students, its employees and societies in the One Belt One Road countries.

 

"We continue to work hard to facilitate the Proposed Transaction, having identified an acquisition target that fits with the Company's search criteria and that we believe provides a valuable opportunity for Starcrest and its shareholders, and will provide further details as soon as we are able.

 

"We look forward to updating the market on our continued progress in due course."

 

- Ends -

 

Enquires:

 

Starcrest Education

John McLean OBE, Non-Executive Chairman

 

+44 (0) 7768 031454

 

Allenby Capital Limited (Financial Adviser and Broker)

John Depasquale / James Hornigold

 

 

+44 (0) 20 3328 5657

 

Yellow Jersey PR (Financial PR)

Sarah Hollins

Henry Wilkinson

 

+44 (0) 20 3004 9512

 

 

 

Notes to editors:

Starcrest is an international developer and operator of education services in Europe. The newly formed entity has been established to seek acquisition opportunities in the international education sector. 

 

The Company intends to capture opportunities arising from the 'One Belt, One Road' ("OBOR") initiative, a foreign policy and economic strategy of the Chinese Government. The term derives from the Silk Road, the ancient trade route, and encompasses the overland 'Silk Road Economic Belt' and the '21st-Century Maritime Silk Road,' concepts introduced by Chinese President Mr Xi Jinping in 2013. These are the two major axes along which China proposes to economically link Europe to China through countries across Eurasia and the Indian Ocean. The OBOR initiative also links to Africa and Oceania.

 

Starcrest listed on the Main Market of the London Stock Exchange on 31 January 2019 under the ticker symbol (LSE: OBOR). Further information can be found on the Company's website at https://www.starcresteducation.com

 


Chairman's Statement

 

Introduction


I am very pleased to report the Company's interim results for the period ended 30 June 2020.

 

Starcrest's strategic objective, as announced upon admission to trading on the London Stock Exchange's Main Market in January 2019 and reiterated in the Company's final results on 9 April 2020, has been to provide innovative solutions that add value to students, employees and the wider society in One Belt One Road ("OBOR") countries.

 

Utilising the Board's considerable contacts and experience across the education sector and in capital markets, we have been proactively seeking relevant acquisition opportunities that fit with the Company's search criteria and that offer attractive growth potential. As a result, on 18 September 2019, Starcrest was pleased to announce the signing of the non-legally binding Heads of Terms to acquire sixty per cent. of the issued share capital of The London School of Science and Technology Limited (the "Target").

 

Under the Heads of Terms, the Company has also agreed to a put option, subject to the satisfaction of certain conditions, to require it to purchase the remaining forty per cent. shareholding in the Target, following completion of the Proposed Transaction. Although the consideration for the Proposed Transaction is yet to be determined, the Company will need to undertake a fundraise to satisfy it. The potential acquisition of the Target is subject to, amongst other things, legal and financial due diligence, therefore the Company is unable to provide further information at this early stage about the terms of the Proposed Transaction. If the Proposed Transaction is successful, it will amount to a reverse takeover under the Listing Rules.

 

We believe that the Target provides a valuable opportunity for Starcrest and its shareholders. As shareholders will be aware, conducting remote due diligence in a COVID-19 world has its challenges and has necessitated considerable additional work, especially in respect of future forecasts. The Board is progressing matters and will update shareholders as soon as they are able. It should be noted that until all the due diligence has been completed, there is no certainty that the Proposed Transaction with the Target will complete.

 

Results


Further to the initial fund raise, as of 30 June 2020, the Group had cash balances of £1,920,399. Loss before tax for the period ended 30 June 2020 was £1,004,044.

 

Starcrest made approximately £228,000 foreign exchange gain for the period ended June 2020. The majority of the losses reported in this period, representing approximately £725,000, are attributed to professional fees and associated costs relating to the due diligence cost for acquisition targets. The remaining expenditure related to Directors fees, administration and other costs. The total comprehensive loss was £776,195 for the period.


Directorate Changes

 

On 29 April 2020, the Company announced the appointment of Mr. Luo Peng to the Board as Executive Director with immediate effect and that Mr. Zhu Xingchen will step down from his role as Executive Director with immediate effect.

 

Mr. Luo Peng is a Chinese entrepreneur who is at the forefront of the digital economy. Mr. Luo currently serves as the Chairman and Founder of diversified investment group Fubao Group as well as holding a number of Executive and Non-Executive Directorships in various companies and organisations.

 

Prior to forming Fubao Group, Mr. Luo worked for Truck Alliances, serving as Chief Operating Officer and Chief Executive Officer, where he helped to create China's largest online highway logistics information platform. In 2017, Truck Alliances merged with another unicorn to form the Man Gang Group, which is ranked as one of China's top ten leading companies within the digital economy, currently valued at more than $6 billion.

 

I am delighted to welcome Mr. Luo to the Board at this transitional period in the Company's development. Mr. Luo brings a wealth of knowledge and experience, as well as an extensive network base, which will no doubt provide the Company significant benefit. I would also like to express my thanks to Mr. Zhu for his invaluable contribution to the Company. We all wish him the very best in his future endeavours.

 

Summary and Outlook

 

We believe that Starcrest is entering an exciting period as the Company focuses on its strategy to capitalise on the enormous potential of the Chinese education sector and the opportunities arising from China's OBOR initiative.

 

The Company will continue to seek acquisition targets across Europe, which will add value and support the strategy. In the interim, Starcrest's focus will be on completing the Proposed Acquisition of our identified Target. The Directors look forward to updating the market with our progress in due course.


John McLean OBE


Non-Executive Chairman


23 October 2020

 

 

 

 

Unaudited Condensed Consolidated Interim Financial Statements

For the period ended 30 June 2020

 

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

 

 

 

Note

 

6 months

ended

30/06/2020

Unaudited

£

 

 

6  months

ended

30/06/2019

Unaudited

£

 

Administrative expenses

 

(1,004,044)

 

(436,963)

Operating loss

10

(1,004,044)

 

(436,963)

 

 

 

 

 

Finance costs

 

-

 

(1,600)

Loss before taxation

 

 (1,004,044)

 

(438,563)

 

 

 

 

 

Income tax

 

-

 

-

Loss for the period

 

(1,004,044)

 

(438,563)

 

Other Comprehensive gain

Exchange gain arising on translation to                        presentation currency

 

 

                     

    227,849  

                                    

 

 

                        

                           -

Total comprehensive loss attributable to equity holders of the Company for the period

 

    (776,195)

 

           (438,563)

 

 

 

 

 

 

 

 

 

 

Loss per share - basic and diluted (pence per share)

13

(4.66)

 

(2.44)

           

                

 

 

 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

 

 

 

 

              Note

As at

30/06/2020

Unaudited

£

 

 

            As at

31/12/2019

Audited

£

 

Non-current assets

 

 

 

 

 

 

Right-of-use assets

 

-

 

 

70,197

 

Total non-current assets

 

-

 

 

70,197

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

Trade and other receivables

14

15

1,920,399

81,047

 

 

2,787,046

14,600

 

Total current assets

 

2,001,446

 

 

2,801,646

 

Total assets

 

2,001,446

 

 

2,871,843

 

 

Equity and liabilities

 

 

 

 

 

 

Capital and reserves attributable to owners of the company

 

 

 

 

 

 

Ordinary shares

17

215,600

 

 

215,600

 

Share premium

 

3,454,364

 

 

3,454,364

 

Retained earnings

Foreign exchange reserves

 

(2,410,488)

114,421

 

 

(1,406,444)

(113,428)

 

Total equity

 

1,373,897

 

 

2,150,092

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Trade and other payables

16

627,549

 

 

                   658,822

 

Lease liabilities

 

 

 

 

62,929

 

Total current liabilities

 

627,549

 

 

721,751

 

 

 

 

 

 

 

 

Total equity and liabilities

 

2,001,446

 

 

2,871,843

 

  

 

 

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

FOR THE PERIOD ENDED 30 JUNE 2020

 

 

Share capital

Share premium

Other reserves

Retained earnings

Foreign exchange

Total equity

 

 

£

£

£

£

£

£

Balance at 1 January 2020

 

215,600

3,454,364

-

(1,406,444)

(113,428)

2,150,092

Loss for the period

 

-

-

-

(1,004,044)

-

(1,004,044)

Other comprehensive gain for the financial period

 

-

-

-

-

227,849

227,849

Balance at 30 June 2020 (Unaudited)

215,600

3,454,364

-

(2,410,488)

114,421

1,373,897

 

 

 

FOR THE PERIOD ENDED 30 JUNE 2019

 

 

Share capital

Share premium

Other reserves

Retained earnings

Foreign exchange

Total equity

 

 

£

£

£

£

£

£

Balance at 1 January 2019

 

8,000

-

3,773,141

(189,698)

-

3,591,443

Shares issued

207,600

-

(207,600)

-

-

-

Transferred from other reserves to share premium

 

-

3,565,541

(3,565,541)

-

-

-

Transactions costs deducted from equity

-

(111,177)

-

-

-

(111,177)

Loss for the period

-

-

-

(438,563)

-

(438,563)

Balance at 30 June 2019 (Unaudited)

215,600

3,454,364

-

(628,261)

-

3,041,703

 

 

 

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

FOR THE PERIOD ENDED 31 DECEMBER 2019

 

 

Share capital

Share premium

Other reserves

Retained earnings

Foreign exchange

Total equity

 

£

£

£

£

£

£

Balance at 1 January 2019

 

8,000

-

3,773,141

(189,698)

-

3,591,443

Shares issued

207,600

-

(207,600)

-

-

-

Transferred from other reserves to share premium

-

3,565,541

(3,565,541)

-

-

-

Transactions costs deducted from equity

-

(111,177)

-

-

-

(111,177)

Loss for the year

-

-

-

(1,216,746)

 

(1,216,746)

Other comprehensive loss for the year

 

-

-

-

-

(113,428)

(113,428)

Balance at 31 December 2019 (Audited)

215,600

3,454,364

-

(1,406,444)

(113,428)

2,150,092

 

 

                   
 

 

 

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Period Ended 30 JUNE 2020

 

 

 

 

 

 

30/06/2020

Unaudited

 

£

 

 

30/06/2019

Unaudited

£

 

Cash flows from operating activities

 

 

 

 

 

Operating loss

Depreciation

Finance cost

Decrease in payables

 

  (1,004,044)

-

-

(95,119)

 

(438,563)

34,865

1,600

(11,337)

 

Increase in receivables

15

(66,447)

 

-

 

Net cash generated from operating activities

 

(1,165,610)

 

(413,435)

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Transaction costs deducted from equity

 

-

 

(111,177)

 

Principal paid on lease liabilities

Interest paid on lease liabilities

 

-

-

 

(58,206)

(1,600)

 

Net cash used in financing activities

 

-

 

(170,983)

 

 

 

 

 

 

 

Net decrease in cash, cash equivalents and bank overdrafts

 

(1,165,610)

 

(584,418)

 

Cash, cash equivalents and bank overdrafts at beginning of the period

Exchange gains on cash and cash equivalents

 

2,787,046

 

298,963

 

4,020,320

 

-

 

Cash, cash equivalents and bank overdrafts at end of the period

14

 

1,920,399

 

 

3,435,902

 

 

 

 

 

 

               

 

 

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

 

1.    GENERAL INFORMATION

Starcrest Education The Belt & Road Limited ("the Company") was incorporated and registered in the Cayman Islands as a private company limited by shares on 23 May 2018 under the Companies Law (as revised) of The Cayman Islands, with the name Starcrest Education The Belt & Road Limited, and registered number 337619.

The subsidiaries included in these condensed consolidated financial statements were incorporated in November 2019.

The Company's registered office is located at Cricket Square, Hutchins Drive PO Box 2681, Grand Cayman KY1-1111, Cayman Islands.

2.    PRINCIPAL ACTIVITIES

The principal activity of the Group is to seek education related acquisition opportunities in Europe.

3.    RECENT ACCOUNTING PRONOUNCEMENT 

a) New interpretations and revised standards effective for the period ended 30 June 2020

The International Accounting Standards Board (Board) has issued an amendment to IFRS 16 Leases to make it easier for lessees to account for COVID-19-related rent concessions such as rent holidays and temporary rent reductions.

The amendment exempts lessees from having to consider individual lease contracts to determine whether rent concessions occurring as a direct consequence of the COVID-19 pandemic are lease modifications and allows lessees to account for such rent concessions as if they were not lease modifications. It applies to COVID-19-related rent concessions that reduce lease payments due on or before 30 June 2021.

IFRS 16 specifies how lessees should account for changes in lease payments, including concessions. However, applying those requirements to a potentially large volume of COVID-19-related rent concessions could be practically difficult, especially in the light of the many challenges stakeholders face during the pandemic. This optional exemption gives timely relief to lessees and enables them to continue providing information about their leases that is useful to investors. The amendment does not affect lessors.

The amendment is effective 1 June 2020 but, to ensure the relief is available when needed most, lessees can apply the amendment immediately in any financial statements-interim or annual-not yet authorised for issue. The Group has no rent concessions to consider.

The Group's remaining lease has a term of 6 months and therefore the Group have elected not to recognise an asset or liability as per the short-term lease exemption of IFRS 16. The lease payments have been recognised in profit or loss on a straight-line basis over the lease term.

b)  Standards and interpretations in issue but not yet effective

 

There are a number of standards and interpretations which have been issued by the International Accounting Standards Board that are effective for periods beginning subsequent to 1 January 2020 (the date on which the Company's next annual financial statements will be prepared from) that the Company has decided not to adopt early. The Directors do not believe these standards and interpretations will have a material impact on the financial statements once adopted.

4.    BASIS OF PREPARATION


These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union and prepared under the historic cost convention. The comparative figures as at 31 December 2019 have been extracted from the Group's Financial Statements for that financial year, but do not constitute these accounts.

The Company's functional currency is USD. The Company listed its shares on the main market of the London Stock Exchange on 31 January 2019. The directors have decided to present the consolidated interim financial information in Pounds Sterling (£), which is the Group's presentation currency, as the Company is listed in the UK.

These financial statements have been prepared on a going concern basis. The Directors consider that, having reviewed current cash flow forecasts, having taken into account current overheads and projected costs and including specific consideration of the potential risks associated with COVID-19, they have a reasonable expectation that the Group has adequate resources to continue its operations for the foreseeable future.

5.    SIGNIFICANT ACCOUNTING POLICIES

5.1 Foreign currency translation

 

Transactions in currencies other than the Company's functional currency (foreign currencies) are recognised at the rates of exchange prevailing on the dates of the transactions. At each reporting date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences are recognised in profit or loss in the period in which they arise.

Results at 30 June 2020 are translated into the presentation currency. Assets and liabilities are translated at the closing rate while income and expenses are translated at exchange rates at the dates of the transactions. Differences arising are recognised in Other Comprehensive Income in the period in which they arise (foreign currency translation reserve).

5.2 Financial instruments

 

A financial asset or a financial liability is recognised only when the Group becomes a party to the contractual provisions of the instrument.

Financial instruments are initially recognised at the transaction price as this represents fair value, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar instrument.

Financial assets

All financial assets are initially recognised at fair value, less transaction costs. Subsequent to initial recognition, they are recorded at amortised cost.

Financial liabilities

Financial liabilities are initially recognised at fair value. Subsequent to initial recognition, they are recorded at amortised cost.

5.3  Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares or options in relation to ordinary shares are shown in equity as a deduction, net of taxation, from the proceeds. 

5.4 Cash and cash equivalents


Cash and cash equivalents include cash in hand, deposits held on call with banks and other short term highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value.

                5.5 Earnings per share

 

Basic earnings per share is computed using the weighted average number of shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of shares during the period plus the dilutive effect of dilutive potential ordinary shares outstanding during the year.

5.6 Leases


During the immediately preceding financial period to 31 December 2019 the Group recognised a right-of-use asset measured at an amount equal to the lease liability, in relation to leased office space. The lease liability is measured at the present value of the remaining lease payments, discounting using the Group's incremental borrowing rate at date of lease commencement. Lease modifications are accounted for at the effective date of the lease modification.

6.    ACCOUNTING ESTIMATES AND JUDGEMENTS

Preparation of financial information in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. There are no significant accounting estimates or judgements that affect reported amounts of assets, liabilities, income and expenses in this period.

There are no significant accounting estimates or judgements that affect reported amounts of assets, liabilities, income and expenses in this period.

 

7.    FINANCIAL RISK MANAGEMENT

The Group has exposure to the liquidity risk, foreign currency risk and capital risks from its use of financial instruments. Credit, interest rate and market risks are not considered to be material to the Group. The Group is not subject to any externally imposed capital requirements.

The Group's financial instruments consist mainly of cash and accounts receivable and payable.

a. Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation.

The Group's financial liabilities comprise trade payables, amounts due to the parent company and accruals.

The Group's financial assets comprise cash and cash equivalents, trade and other receivables.

The Group has sufficient cash to meet their liabilities as they fall due.

b. Foreign currency risk

During the period, the board decided to convert 80% of the U.S. Dollars in Singapore's OCBC Bank to British pounds and transfer them to HSBC bank account in the UK. Financial risks of variations in foreign currency exchange rates have been significantly reduced as a result.

                         c. Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. Credit allowances are made for estimated losses that are anticipated to be incurred by the reporting date.

8.    CAPITAL MANAGEMENT

The Group actively manages the capital available to fund the Group, comprising equity and reserves. The Group's objectives when maintaining capital is to safeguard the entity's ability to continue as a going concern, so that it can continue to provide returns for shareholders.

9.    SEGMENT REPORTING

IFRS 8 defines operating segments as those activities of an entity about which separate financial information is available and which are evaluated by the Board of Directors to assess performance and determine the allocation of resources. The Board of Directors are of the opinion that under IFRS 8 the Group has only one operating segment. The Board of Directors assess the performance of the operating segment using financial information which is measured and presented in a manner consistent with that in the Financial Statements. Segmental reporting will be reviewed and considered in light of the development of the Group's business over the next reporting period.

 

10.  OPERATING LOSS

The operating loss is stated after charging/(crediting):

                                             

                                                                                                  6 months ended                     6 months ended

                                                                                                     30 June 2020                           30 June 2019

 

Foreign exchange (gains)                                                                        -                                        (1,824)

Lease expense                                                                                   47,206                                                -

 

11.  STAFF COSTS AND KEY MANAGEMENT EMOLUMENTS

                                                                                                  Period ended                             Period ended

                                                                                                  30 June 2020                              30 June 2019

Key management emoluments

Remuneration                                                                                  136,288                                           64,583

 

Executive Directors

 

 

 

 

 

Xingchen Zhu

 

 

10,000

 

12,500

Xiaojun Zhang

 

 

15,000

 

12,500

Peng Luo

 

 

5,000

 

-

 

 

 

 

 

 

Non-executive Directors

 

 

 

 

 

John McLean OBE

 

 

17,500

 

14,583

Norman Cumming

 

 

15,000

 

12,500

Nicholas Petford DSc

 

 

15,000

 

12,500

 

 

 

77,500

 

64,583

Employees

 

 

 

 

 

Zhixian Feng

 

 

48,488

 

-

Yang Lu-Bourner

 

 

10,300

 

-

 

 

 

58,788

 

-

 

12.  TAXATION

The Company is incorporated in the Cayman Islands, and its activities are subject to taxation at a rate of 0%.

The Company's wholly owned subsidiaries, Starcest Education PLC and Starcest Education Management (UK) Ltd are incorporated in England and Wales, and its activities are subject to taxation at a rate of 19%. For the period to 30 June 2020 the entities have made a taxable loss. No deferred tax asset has been recognised.

13.  EARNINGS PER SHARE

The Company presents basic and diluted earnings per ordinary share information for its ordinary shares. Basic earnings per share is calculated by dividing the loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares in issue during the reporting period.

There is no difference between the basic and diluted loss per share.

 

 

 

6 months ended 30/06/2020

 

6 months ended

30/06/2019

 

 

 

 

 

Loss attributable to ordinary shareholders

 

 

(1,004,044)

(438,563)

Weighted average number of shares

 

 

21,560,000

18,004,420

Losses per share (expressed as pence per share)

 

 

(4.66)

(2.44)

 

14.  CASH AND CASH EQUIVALENTS

 

 

 

 

Unaudited

30/06/2020

 

Audited

31/12/2019

 

 

 

£

 

£

Cash and cash equivalents

 

 

1,920,399

 

2,787,046

 

 

 

 

 

 

               

 

Cash at bank earns interest at floating rates based on daily bank deposit rates. 

 

15.  TRADE AND OTHER RECEIVABLES

 

 

 

 

Unaudited

30/06/2020

 

Audited

31/12/2019

 

 

 

£

 

£

Trade receivables

 

 

16,324

 

14,600

VAT and other receivables

 

 

64,723

 

-

 

 

 

81,047

 

14,600

 

 

 

 

 

 

 

 

16.  TRADE AND OTHER PAYABLES

 

 

 

Unaudited

30/06/2020

 

Audited

31/12/2019

 

 

 

£

 

£

Trade payables

 

 

107,221

 

-

Amounts due to the parent company

 

 

211,517

 

203,788

Accruals

 

 

308,810

 

455,034

 

 

 

627,549

 

658,822

 

 

 

 

 

 

All payables are financial liabilities measured at amortised cost.

Amounts due to the parent company are unsecured, interest free and repayable on demand.
 

17.  SHARE CAPITAL

 

 

 

Number of shares

 

Nominal value

 

 

 

£

 

£

Authorised

 

 

 

 

 

Ordinary shares of GBP £0.01 each

 

 

1,000,000,000

 

10,000,000

 

 

 

 

 

 

Issues and fully paid

 

 

 

 

 

Issue of ordinary shares of £0.01 each

 

 

21,560,000

 

215,600

 

 

 

 

 

 

 

18.  ULTIMATE CONTROLLING PARTY

The Company's immediate parent company is Starcrest Education Management Company Ltd. The Company's ultimate parent company is Fubao Group Holdings Ltd. The ultimate controlling party is Mr Peng Luo, who is also a director of the Company.

 

19.  RESERVES

The following describes the nature and purpose of each reserve within equity:

 

Reserve

Description and purpose

 

 

Share premium

Amount subscribed for share capital in excess of nominal value.

 

Other reserve

Consideration received for shares which are not yet issued.

 

Retained earnings

All other net gains and losses and transactions not recognised elsewhere.

 

Foreign exchange reserve

Gains/losses arising on retranslation of net assets from functional to presentation currency.

   

20.  RELATED PARTY TRANSACTIONS

As at 30 June 2020, an amount of £211,517 (unaudited) (31 December 2019 (audited): £203,788) was owed to Starcrest Education Management Company Ltd. This amount mainly arose from business expenses paid on behalf of the Group by the parent company.

 

 

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