Company registration number 06351292 (England and Wales)
MINCRON SYSTEMS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2021
4 Brackley Close
Bournemouth International Airport
Christchurch
Dorset
BH23 6SE
MINCRON SYSTEMS LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
MINCRON SYSTEMS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2021
31 December 2021
- 1 -
2021
2020
Notes
Fixed assets
Tangible assets
4
400,000
400,000
Investments
5
3,667,978
3,606,190
4,067,978
4,006,190
Current assets
-
-
Creditors: amounts falling due within one year
6
(2,143,879)
(2,142,533)
Net current liabilities
(2,143,879)
(2,142,533)
Net assets
1,924,099
1,863,657
Capital and reserves
Called up share capital
7
2,246,000
2,246,000
Profit and loss reserves
(321,901)
(382,343)
Total equity
1,924,099
1,863,657

The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 December 2021 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The director acknowledges his responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The member has 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 19 August 2022 and are signed on its behalf by:
Mr D J Bull
Director
Company Registration No. 06351292
MINCRON SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
- 2 -
1
Accounting policies
Company information

Mincron Systems Limited is a private company limited by shares incorporated in England and Wales. The registered office is Fore Royal, Gorley Road, Ringwood, Hampshire, BH24 3LD.

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 are prepared in euro, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest €.

The financial statements have been prepared under the historical cost convention, modified to include the freehold investment land and buildings at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

The financial statements have been prepared on a going concern basis. At the balance sheet date there were net current liabilities of €2,143,879. However, creditors falling due within one year include loans from the shareholder totalling €2,142,445. As stated in note 10 to the financial statements there have been various events after the end of the reporting period which have resulted in the realisation of investments in subsidiary undertakings and the repayment of the loans. The director is confident that the shareholder will continue to introduce such as funds as may be required to enable the company to meet its financial commitments as they fall due.

 

Accordingly the director considers the going concern basis to be appropriate.

1.3
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:

Freehold land and buildings
None

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.

1.4
Fixed asset investments

Fixed asset investments in subsidiary and associated companies are initially recorded at cost and subsequently measured at cost less accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit and loss.

 

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

 

Dividends and other distributions received from investments are recognised as income without regard to whether the distributions are from accumulated profit of the subsidiary and associated companies arising before or after the date of acquisition.

MINCRON SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 3 -
1.5
Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

1.6
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of current and previous periods. It is recognised in respect of all timing differences, to the extent that the director believes such an amount to be material, with certain exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences.

1.7
Foreign exchange

Foreign currency transactions are initially recognised by applying to the foreign currency amount the spot exchange rate between the functional currency and the foreign currency at the date of the transaction. Exchange differences are taken into account in arriving at the operating profit (or loss).

Monetary assets and liabilities denominated in a foreign currency at the balance sheet date are translated using the closing rate.

 

 

MINCRON SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 4 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Carrying value of land and buildings

The fair value estimate of the balance sheet carrying value of the freehold investment land and buildings at 31 December 2021 is based upon informal advice from local property professionals. However, if the land and buildings were sold then the amount realised could be higher or lower than this estimate potentially generating a material profit or loss on disposal depending the circumstances of any future sales.

3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2021
2020
Number
Number
Total
1
1
4
Tangible fixed assets
Land and buildings
Cost or valuation
At 1 January 2021 and 31 December 2021
400,000
Depreciation and impairment
At 1 January 2021 and 31 December 2021
-
0
Carrying amount
At 31 December 2021
400,000
At 31 December 2020
400,000

The freehold investment land and buildings have been revalued by the director at fair value based upon informal advice from local property professionals.

If revalued assets were stated on an historical cost basis rather than a fair value basis, the total amount included would have been as follows:

MINCRON SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
4
Tangible fixed assets
(Continued)
- 5 -
2021
2020
Cost
547,500
547,500
5
Fixed asset investments
2021
2020
Shares in group undertakings and participating interests
154,974
261,607
Loans to group undertakings and participating interests
3,513,004
3,344,583
3,667,978
3,606,190
MINCRON SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
5
Fixed asset investments
(Continued)
- 6 -
Movements in fixed asset investments
Shares in subsidiaries
Loans to subsidiaries and associates
Total
Cost or valuation
At 1 January 2021
312,962
3,344,583
3,657,545
Additions
-
3,269,479
3,269,479
Foreign exchange
-
8,421
8,421
Disposals
(139,137)
(3,109,479)
(3,248,616)
At 31 December 2021
173,825
3,513,004
3,686,829
Impairment
At 1 January 2021
51,355
-
51,355
Impairment loss reversals
(32,504)
-
(32,504)
At 31 December 2021
18,851
-
18,851
Carrying amount
At 31 December 2021
154,974
3,513,004
3,667,978
At 31 December 2020
261,607
3,344,583
3,606,190

None of the shares in investments are publicly traded. The company received no dividends or other distributions as income from its subsidiary or associated companies during the current or previous year.

 

Under the provisions of section 399 of the Companies Act 2016 the company is exempt from preparing consolidated financial statements and has not done so, therefore the financial statements show information about the company as an individual entity.

 

The loans to group undertakings and to participating interests are unsecured and interest free with no specified date for repayment. Full details of changes to fixed asset investments which have taken place during the following year are provided in note 10 to these financial statements.

6
Creditors: amounts falling due within one year
2021
2020
Amounts owed to shareholders
2,142,445
2,140,613
Corporation tax
1,034
-
0
Other creditors
400
1,920
2,143,879
2,142,533

Note 10 to the financial statements details movements in the amounts owed to shareholders during the following year.

MINCRON SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 7 -
7
Called up share capital
2021
2020
Ordinary share capital
Issued and fully paid
1 Ordinary share of £1 each
1
1
2,245,999 Ordinary shares of €1 each
2,245,999
2,245,999
2,246,000
2,246,000

As detailed in note 10 to these financial statements the issued share capital of the company was reduced by €1,500,000 by a special resolution of the member dated 20 July 2022.

8
Events after the reporting date

a) During the subsequent year Mincron Systems Limited has sold the entire shareholding in one of its subsidiary undertakings to its shareholder. The sale is considered to be at market value and the carrying value of the shares in this subsidiary at 31 December 2021 was €2,469. At the same time the loans to this subsidiary were also assigned from Mincron Systems Limited to its shareholder. The carrying value of these loans in the balance sheet of Mincron Systems Limited was €3,500,954 at 31 December 2021. Both of these transactions were by way of an offset against the loans owing to the shareholder in Mincron Systems Limited.

 

b) During the subsequent year another of the subsidiary undertakings has disposed of its interest in the land which it held. This has resulted in a return of €150,000 to Mincron Systems Limited which has then been utilised to repay part of its shareholder loans. This subsidiary undertaking is now in the process of being liquidated and the balance sheet carrying value at 31 December 2021 reflects the director’s estimate of the total amounts which will be realised by Mincron Systems Limited therefrom based on information available to him.

c) The issued share capital of the company was reduced by €1,500,000 from GBP 1 and EUR 2,245,999 by a special resolution of the member dated 20 July 2022. The capital reduction was credited in full to the loans from the shareholder.

9
Ultimate controlling party

The company has been under the ultimate control of N Fanelli throughout the current and previous years and at the balance sheet date.

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