Company Registration No. 07891217 (England and Wales)
WHIRLEDGE AND NOTT LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2018
PAGES FOR FILING WITH REGISTRAR
WHIRLEDGE AND NOTT LIMITED
COMPANY INFORMATION
Directors
ME Hughes
D Milbourn
P Walker
K Jennings
G French
A Hicks
Secretary
C Homewood
Company number
07891217
Registered office
The Black Barn Lubards Lodge Farm
Hullbridge Road
Rayleigh
Essex
SS6 9QG
Accountants
Rickard Luckin Limited
Aquila House
Waterloo Lane
Chelmsford
Essex
CM1 1BN
Business address
The Black Barn Lubards Lodge Farm
Hullbridge Road
Rayleigh
Essex
SS6 9QG
Bankers
Barclays Bank Plc
40 - 41 High Street
Chelmsford
Essex
CM1 1BE
WHIRLEDGE AND NOTT LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
WHIRLEDGE AND NOTT LIMITED
BALANCE SHEET
AS AT
30 APRIL 2018
30 April 2018
- 1 -
2018
2017
Notes
£
£
£
£
Fixed assets
Intangible assets
3
600,000
750,000
Tangible assets
4
68,447
78,502
Current assets
Debtors
5
676,306
747,340
Cash at bank and in hand
1,228,600
883,315
1,904,906
1,630,655
Creditors: amounts falling due within one year
6
(510,266)
(348,548)
Net current assets
1,394,640
1,282,107
Total assets less current liabilities
2,063,087
2,110,609
Capital and reserves
Called up share capital
8
100
100
Profit and loss reserves
2,062,987
2,110,509
Total equity
2,063,087
2,110,609
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
For the financial year ended 30 April 2018 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime.
The financial statements were approved by the board of directors and authorised for issue on 15 October 2018 and are signed on its behalf by:
ME Hughes
Director
Company Registration No. 07891217
WHIRLEDGE AND NOTT LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2018
- 2 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 May 2016
100
1,816,668
1,816,768
Year ended 30 April 2017:
Profit and total comprehensive income for the year
-
743,841
743,841
Dividends
-
(450,000)
(450,000)
Balance at 30 April 2017
100
2,110,509
2,110,609
Year ended 30 April 2018:
Profit and total comprehensive income for the year
-
1,302,478
1,302,478
Dividends
-
(1,350,000)
(1,350,000)
Balance at 30 April 2018
100
2,062,987
2,063,087
WHIRLEDGE AND NOTT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2018
- 3 -
1
Accounting policies
Company information
Whirledge And Nott Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Black Barn Lubards Lodge Farm, Hullbridge Road, Rayleigh, Essex, SS6 9QG.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.3
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 30 April 2022.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Land and buildings
Straight line basis over the term of the lease.
Fixtures, fittings & equipment
15% of cost
Motor vehicles
25% of cost
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
WHIRLEDGE AND NOTT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2018
1
Accounting policies
(Continued)
- 4 -
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
Cash and cash equivalents
Cash at bank and in hand are basic financial assets and include cash in hand and deposits held at call with banks.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
WHIRLEDGE AND NOTT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2018
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities
Basic financial liabilities, including creditors are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.9
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.10
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
WHIRLEDGE AND NOTT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2018
1
Accounting policies
(Continued)
- 6 -
1.11
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.12
Share-based payments
For cash-settled share-based payments, a liability is recognised for the goods and services acquired, measured initially at the fair value of the liability. At the balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the year.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the option pricing model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
1.13
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to income on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was 26 (2017 - 30).
3
Intangible fixed assets
Goodwill
£
Cost
At 1 May 2017 and 30 April 2018
1,500,000
Amortisation and impairment
At 1 May 2017
750,000
Amortisation charged for the year
150,000
At 30 April 2018
900,000
Carrying amount
At 30 April 2018
600,000
At 30 April 2017
750,000
WHIRLEDGE AND NOTT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2018
- 7 -
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 May 2017
79,824
83,646
163,470
Additions
-
6,702
6,702
Disposals
-
(1,200)
(1,200)
At 30 April 2018
79,824
89,148
168,972
Depreciation and impairment
At 1 May 2017
21,018
63,950
84,968
Depreciation charged in the year
6,332
9,945
16,277
Eliminated in respect of disposals
-
(720)
(720)
At 30 April 2018
27,350
73,175
100,525
Carrying amount
At 30 April 2018
52,474
15,973
68,447
At 30 April 2017
58,806
19,696
78,502
5
Debtors
2018
2017
Amounts falling due within one year:
£
£
Trade debtors
647,366
715,382
Other debtors
28,940
31,958
676,306
747,340
6
Creditors: amounts falling due within one year
2018
2017
£
£
Trade creditors
7,159
35,962
Corporation tax
308,072
186,493
Other taxation and social security
184,577
110,699
Other creditors
10,458
15,394
510,266
348,548
WHIRLEDGE AND NOTT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2018
- 8 -
7
Share-based payment transactions
Number of share options
Weighted average exercise price
2018
2017
2018
2017
Number
Number
£
£
Outstanding at 1 May 2017
30
30
810.00
810.00
Granted
20
-
1,684.00
-
Outstanding at 30 April 2018
50
30
2,494.00
810.00
Exercisable at 30 April 2018
50
30
2,494.00
810.00
Of the options outstanding at 30 April 2018 30 had an exercise price of £810 with a remaining contractual life of 5 years, and 20 had an exercise price of £1,638 with a remaining contractual life of 4 years.
During the year ended 30 April 2017, the company operated an Enterprise Management Incentive (EMI) share option plan, under which 4 options have been granted to 4 employees for a total of 160 shares at an exercise price of £810 per share. 130 options were taken up during 2017. No options were taken up during 2018. The remaining 30 options can be exercised at any time between 1 November 2016 and 14 February 2024 and are subject to the employees still being employed by the company.
During the year ended 30 April 2018, the company operated an Enterprise Management Incentive (EMI) share option plan, under which 1 option has been granted to 1 employee for a total of 20 shares at an exercise price of £1,684 per share. Options can be exercised at any time between 1 May 2018 and 30 April 2022 and are subject to the employee still being employed by the company.
8
Called up share capital
2018
2017
£
£
Ordinary share capital
Issued and fully paid
750 A Ordinary Shares of 10p each
75
75
250 B Ordinary Shares of 10p each
25
25
100
100
9
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2018
2017
£
£
22,387
25,583
WHIRLEDGE AND NOTT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2018
- 9 -
10
Directors' transactions
The amount shown for transactions with directors relates to the balance owed from Michael Hughes, a director, the amount is included in other debtors.
% Rate
Opening balance
Closing balance
£
£
-
279
279
279
279
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