Notes to the financial statementsNotes to the financial statements

Notes to the financial statements

Page 35 of 35

35. Principal subsidiaries, joint ventures and associates

(a) Investment in subsidiaries – Company

Cost and net book value

  As at
31 March
2009
£m
As at
31 March
2008
£m
Cost and net book value    
As at 1 April 988 876
Additions 2,379 216
Disposals (1,412) (104)
As at 31 March 1,955 988

During the year, the Company acquired ICAP Holdings (Asia Pacific) Limited, ICAP Holdings Limited and ICAP Securities Limited and then disposed of them, along with ICAP America Investments Limited, in exchange for shares in ICAP Group Holdings Limited (IGHL). As all companies remain wholly-owned subsidiaries of the Company, this is regarded as a transaction of no substance and the investment in IGHL is recognised at the same value as the companies disposed of.

The Company’s immediate subsidiary companies are ICAP Group Holdings Limited, Intercapital Limited (formerly plc) and Garban Group Holdings Limited, all of which are incorporated in England and are 100% owned by the Company. All of the Company’s other subsidiaries are indirectly owned. The Company’s principal subsidiaries and their country of incorporation and the Group’s ownership are listed below:

  % held
Argentina ICAP Securities SA 100
Australia ICAP Australia Pty Limited 100
  ICAP Brokers Pty Limited 100
Bahrain ICAP (Middle East) WLL* 49
Brazil ICAP do Brasil Corretora De Titulose Valores Mobiliarios Ltda 100
Chile ICAP Securities Chile SA 75
China ICAP Equities Asia Limited 78
  ICAP (Hong Kong) Limited 100
  ICAP Shipping (Hong Kong) Limited (formerly ICAP Hyde (China) Limited) 75
  Link Securities (Hong Kong) Limited 100
Colombia ICAP FX Colombia SA (formerly ICAP Colombia Investments Corp SA) 100
  ICAP Securities Colombia SA 95
Denmark ICAP Scandinavia Fondsmaeglerselskab A/S (formerly ICAP Scandinavia A/S) 100
  ICAP Shipping (Denmark) ApS (formerly ICAP Hyde (Denmark) ApS) 75
England EBS Dealing Resources International Limited 100
  Harlow (London) Limited 100
  ICAP Electronic Broking Limited 100
  ICAP Energy Limited 100
  ICAP Equities Limited 78
  ICAP Europe Limited 100
  ICAP Management Services Limited 100
  ICAP Securities Limited 100
  ICAP Shipping Derivatives Limited (formerly ICAP Hyde Derivatives Limited) 75
  ICAP Shipping Limited (formerly ICAP Hyde & Company Limited) 75
  ICAP Shipping Tanker Derivatives Limited (formerly ICAP Hyde Tanker Derivatives Limited) 75
  ICAP Shipping Tankers Limited (formerly Capital Shipbrokers Limited) 75
  ICAP WCLK Limited 100
  The Link Asset and Securities Company Limited 100
  Traiana Limited 100
  ICAP America Investments Limited 100
  ICAP Group Holdings Limited 100
  ICAP Holdings Limited 100
  ICAP Holdings (Asia Pacific) Limited 100
Germany ICAP Deutschland GmbH 100
  ICAP Shipping (Germany) GmbH (formerly ICAP Hyde (Germany) GmbH) 75
Gibraltar ICAP Shipping (Gibraltar) Limited (formerly ICAP Hyde (Gibraltar) Limited) 75
India ICAP India Private Limited 51
Indonesia PT ICAP Indonesia 85
Israel Traiana Technologies Limited 100
Japan EBS Dealing Resources Japan Limited 100
  ICAP Totan Securities Co Limited 60
Korea ICAP Foreign Exchange Brokerage Limited 100
Mexico Escorfin SA 100
Netherlands ICAP Holdings (Nederland) BV 100

* ICAP (Middle East) WLL is treated as a subsidiary since the Group exercises control over the company as the majority shareholder takes no part in the management of the company.

  % held
New Zealand ICAP New Zealand Limited 80
Norway ICAP Energy AS 100
Philippines ICAP Philippines Inc 100
Poland ICAP (Poland) Sp. Zo.o. 100
Singapore ICAP AP (Singapore) Pte Limited 100
  ICAP Currency Options Pte Limited 100
  ICAP Energy Pte Limited 100
  ICAP Shipping Singapore Pte Limited 75
  Reset Private Limited* 85
South Africa FCB-Harlow Butler Pty Limited 51
United States EBS Dealing Resources Inc 100
  First Brokers Securities LLC 100
  GovPX Inc 100
  ICAP Securities USA LLC 100
  ICAP Capital Markets LLC 100
  ICAP Corporates LLC 100
  ICAP Electronic Broking LLC 100
  ICAP Energy LLC 100
  ICAP Futures LLC 100
  ICAP Information Systems LLC 100
  ICAP Services North America LLC 100
  ICAP United, Inc 100
  Intercapital Securities LLC 100
  Link Brokers Derivatives Corporation 100
  Moving Pictures Film and Television LLC 100
  Skaarup Shipbrokers Inc 75
  Traiana Inc 100
  Wrightson ICAP LLC 100

* Reset Private Limited became 100% owned in April 2009.

The percentage held represents the percentage of issued share capital held (all classes) and also represents the voting rights of the Company. All subsidiaries have a 31 March year end.

All companies operate in their country of incorporation, except ICAP Securities USA LLC and ICAP Futures LLC which also operate in the UK, ICAP Energy AS which also operates in the Netherlands and in Spain and EBS Dealing Resources Limited which operates worldwide.

The principal activity of ICAP Information Services LLC, Wrightson ICAP LLC and GovPX, Inc. is the provision of financial information to third parties. All other subsidiaries are involved in voice broking, electronic broking, or service activities related to broking activity.

(b) Joint ventures – Group

The Group’s principal joint ventures and their country of incorporation are listed below.

  % held % held
Australia TFS-ICAP 25.0 Voice broking
China Shanghai CFETS-ICAP International Money Broking Co Limited 33.0 Voice broking
England ICAP-JLT Limited 50.0 Voice broking
  TFS-ICAP Limited 22.5 Voice broking
Japan TFS-ICAP 25.0 Voice broking
Mexico SIF ICAP, S.A. de CV 50.0 Voice broking
Singapore TFS-ICAP 25.0 Voice broking
United States Hartfield, Titus & Donnelly LLC 33.0 Voice broking
  TFS-ICAP LLC 22.5 Voice broking

All joint ventures have a 31 December year end. Former joint ventures Skaarup and ICAP Shipping (Hong Kong) Limited are now subsidiaries of the Company.

Summary financial information of joint ventures

The Group’s share of joint ventures’ assets and liabilities included in the balance sheet and their results included in the income statement is given below:

  As at
31 March
2009
£m
As at
31 March
2008
£m
Assets 18 13
Liabilities (6) (5)
Net assets 12 8
Goodwill included in the Group’s balance sheet 1 2
Net investment in joint ventures 13 10
  Year ended
31 March
2009
£m
Year ended
31 March
2008
£m
Revenue 22 21
Administrative expenses (17) (16)
Profit before tax 5 5
Tax (1) (1)
Profit for the year 4 4
Attributable to    
Equity holders of the parent 4 4

(b) Investment in joint venture – Company

Cost and net book value

  As at
31 March
2009
£m
As at
31 March
2008
£m
Cost and net book value    
As at 1 April
Additions 1
As at 31 March 1

The Company’s joint venture is CFETS-ICAP, a moneybroking company in China, of which the Company owns 33%.

(c) Associates – Group

The Group’s principal associates and their country of incorporation are listed below:

  % held   Principal activity
England BSN Capital Partners Limited 25.1   Voice broking
China Capital Shipbrokers Limited 37.5   Voice broking
Japan Totan Capital Markets Co. Limited 28.1   Voice broking
Singapore Island Shipbrokers Pte Limited 16.9   Voice broking
Sweden TriOptima AB 38.7   Electronic trading
United States Blockcross Holdings LLC 20.0   Electronic trading
  Confirmhub LLC 33.0   Electronic trading

Island Shipbrokers Pte Limited is regarded as an associate of the Group, as a company controlled by the Group owns 22.5% of the equity and has significant influence on the accounting and operational policies of Island Shipbrokers Pte Limited. A company controlled by the Group owns 50% of Capital Shipbrokers Limited.

TriOptima AB and BSN Capital Partners Limited have a 31 December year end and all other associates have a 31 March year end.