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Registration number: 12809773

Chilango Ltd

Annual Report and Unaudited Financial Statements

for the Period from 1 January 2021 to 30 September 2021

 

Chilango Ltd

Contents

Company Information

1

Balance Sheet

2

Notes to the Unaudited Financial Statements

3 to 9

 

Chilango Ltd

Company Information

Directors

A P Naylor

R J Morris

Registered office

1st Floor Evelyn House
142 New Cavendish Street
London
W1W 6YF

Accountants

Hazlewoods LLP
Windsor House
Bayshill Road
Cheltenham
GL50 3AT

 

Chilango Ltd

(Registration number: 12809773)
Balance Sheet as at 30 September 2021

Note

30 September 2021
 £

31 December 2020
 £

Fixed assets

 

Intangible assets

5

891,646

1,011,446

Tangible assets

6

186,666

141,584

 

1,078,312

1,153,030

Current assets

 

Stocks

41,976

29,568

Debtors

7

335,846

175,240

Cash at bank and in hand

 

24,559

76,250

 

402,381

281,058

Creditors: Amounts falling due within one year

8

(2,147,160)

(1,827,061)

Net current liabilities

 

(1,744,779)

(1,546,003)

Net liabilities

 

(666,467)

(392,973)

Capital and reserves

 

Called up share capital

90

90

Profit and loss account

(666,557)

(393,063)

Total equity

 

(666,467)

(392,973)

For the financial period ending 30 September 2021 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the company to obtain an audit of its accounts for the period in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 13 September 2022 and signed on its behalf by:
 


A P Naylor
Director

 

Chilango Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2021 to 30 September 2021

 

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
1st Floor Evelyn House
142 New Cavendish Street
London
W1W 6YF
England

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Going concern

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
 

Judgements

No significant judgements have been made by management in preparing these financial statements.

 

Chilango Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2021 to 30 September 2021

Key sources of estimation uncertainty

No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Leasehold property

Over the term of the lease

Furniture, fittings and equipment

20-33% on cost

Intangible assets

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.

Negative goodwill arising on an acquisition is recognised on the face of the balance sheet on the acquisition date and subsequently the excess up to the fair value of non-monetary assets acquired is recognised in profit or loss in the periods in which the non-monetary assets are recovered.

Separately acquired trademarks and licences are shown at historical cost.

Trademarks, licences (including software) and customer-related intangible assets acquired in a business combination are recognised at fair value at the acquisition date.

Trademarks, licences and customer-related intangible assets have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

 

Chilango Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2021 to 30 September 2021

Asset class

Amortisation method and rate

Goodwill

Straight line over 10 years

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Chilango Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2021 to 30 September 2021

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

3

Staff numbers

The average number of persons employed by the company (including directors) during the period, was as follows:

 

Chilango Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2021 to 30 September 2021

1 January 2021 to 30 September 2021
 No.

13 August 2020 to 31 December 2020
 No.

Average number of employees

116

140

 

Chilango Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2021 to 30 September 2021

 

4

Other operating income

The analysis of the company's other operating income for the period is as follows:

2021
£

2020
£

CJRS Income

94,093

102,712

 

5

Intangible assets

Goodwill
 £

Trademarks, patents and licenses
 £

Total
£

Cost

At 1 January 2021

1,046,323

-

1,046,323

Additions

(71,271)

24,600

(46,671)

At 30 September 2021

975,052

24,600

999,652

Amortisation

At 1 January 2021

34,877

-

34,877

Amortisation charge for the period

73,129

-

73,129

At 30 September 2021

108,006

-

108,006

Carrying amount

At 30 September 2021

867,046

24,600

891,646

At 31 December 2020

1,011,446

-

1,011,446

 

6

Tangible assets

Leasehold property
£

Furniture, fittings and equipment
 £

Total
£

Cost

At 1 January 2021

22,813

155,773

178,586

Additions

70,937

77,486

148,423

At 30 September 2021

93,750

233,259

327,009

Depreciation

At 1 January 2021

-

37,002

37,002

Charge for the period

8,791

94,550

103,341

At 30 September 2021

8,791

131,552

140,343

Carrying amount

At 30 September 2021

84,959

101,707

186,666

At 31 December 2020

22,813

118,771

141,584

 

Chilango Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2021 to 30 September 2021

 

7

Debtors

30 September 2021
 £

31 December 2020
 £

Trade debtors

116,066

37,407

Other debtors

24,885

99,661

Prepayments

194,895

38,172

 

335,846

175,240

 

8

Creditors

Note

30 September 2021
 £

31 December 2020
 £

Due within one year

 

Loans and borrowings

9

-

400,000

Trade creditors

 

391,239

278,675

Amounts due to related parties

1,310,888

530,853

Social security and other taxes

 

135,288

133,357

Outstanding defined contribution pension costs

 

8,469

20,415

Other creditors

 

84,423

234,532

Accrued expenses

 

216,853

229,229

 

2,147,160

1,827,061

 

9

Loans and borrowings

2021
£

2020
£

Current loans and borrowings

Redeemable preference shares

-

400,000

During the period, the 1,000 preferred shares of 1p each were redeemed to shareholders for proceeds of £400,000, including the share premium element of £399,990. The redemption was funded out of capital, comprising the share premium account balance of £399,990 and capital redemption reserve balance arising of £10.

 

10

Contingent liabilities

During the period the company entered into a cross guarantee arrangement with its parent company RDCP Group Limited in respect of bank debt owed by that company to Investec Plc. Following the sale of the company post year end, the cross guarantee was released.

 

11

Parent and ultimate parent undertaking

The company is controlled by S Rizvi and I Dubylovska up to 17 October 2021. On that date the company became a subsidiary of RDCP Group Limited, a company controlled by S Rizvi and I Dubylovska. On 31 May 2022, RDCP Group Limited sold the entire issued share capital of the company to Tortilla Mexican Grill Plc.