Company Registration No. 11450821 (England and Wales)
SW DOMICILIARY CARE LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2022
PAGES FOR FILING WITH REGISTRAR
3 Acorn Business Centre
Northarbour Road
Cosham
Portsmouth
Hampshire
PO6 3TH
SW DOMICILIARY CARE LIMITED
CONTENTS
Page
Company information
1
Balance sheet
6
Notes to the financial statements
7 - 12
SW DOMICILIARY CARE LIMITED
COMPANY INFORMATION
- 1 -
Director
Mr H M Shah
Company number
11450821
Registered office
Malvern View Care Home
Cleeve Hill
Cheltenham
GL52 3PW
Auditor
TC Group
3 Acorn Business Centre
Northarbour Road
Cosham
Portsmouth
Hampshire
PO6 3TH
SW DOMICILIARY CARE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF SW DOMICILIARY CARE LIMITED
- 2 -

Disclaimer of opinion on financial statements

We were engaged to audit the financial statements of SW Domiciliary Care Limited (the 'company') for the year ended 30 June 2022 which comprise , the balance sheet and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

We do not express an opinion on the accompanying financial statements of the company. Because of the significance of the matters described in the basis for disclaimer of opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

Basis for disclaimer of opinion

We planned to perform our audit of the company’s revenue by obtaining copies of the company’s accounting records and information from the company’s management, to perform audit procedures thereon to verify the accuracy and completeness of the revenue and related figures within the financial statements. At the date of the approval of these financial statements, the company was in the process of being sold by its parent company, with the group’s management prioritising their time on the sale process over completion of the company’s audit. The company does not have its own administrative staff nor has any physical premises, and relies on the group’s staff for the performance of its accounting functions, who were not made sufficiently available to the company to action our requests, or able to provide the information we needed to complete our audit procedures. Accordingly we were unable to satisfy ourselves on the accuracy and completeness of the sales and related expenditure, nor the accuracy and completeness of amounts recorded within trade debtors.

 

Because of the lack of cooperation of the group’s management in the performance of our audit of the company, we were also unable to verify the accuracy and recoverability of the £368,047 shown within Amounts owed by group undertakings, nor verify the accuracy and completeness of the £1,151,081 shown within Amounts owed to group undertakings.

 

Further, the audit evidence available to us was limited because the directors of the company have not prepared cash flow forecasts necessary for the assessment of the appropriateness of the going concern basis of preparation of the financial statements. We consider that the directors have not taken adequate steps to satisfy themselves that it is appropriate for them to adopt the going concern basis because the circumstances of the company and the nature of the business require that such information be prepared, and reviewed by the directors and ourselves, for a period of at least twelve months from the date of approval of the financial statements. Accordingly, we were unable to confirm whether the disclosures included within note 2 of the financial statements were adequate, or whether other material uncertainties exist which could have a significant impact on the ability of the company to continue to operate for the foreseeable future.

 

The lack of cash flow forecasts meant that we were also unable to conclude whether the Goodwill shown within these financial statements (which amounted to £790,137 at 30 June 2022) should be impaired. The Goodwill, which arose on the original acquisition of the business in November 2018, is disclosed as having a remaining useful economic life of 6 years. Based on the cash flows generated by the business during the year ended 30 June 2022, it would suggest an impairment provision of circa £300,000 is potentially necessary to the carrying value of Goodwill, however the directors have not performed their own impairment assessment and no provision for impairment has been made within these financial statements.

SW DOMICILIARY CARE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF SW DOMICILIARY CARE LIMITED
- 3 -

Opinions on other matters prescribed by the Companies Act 2006

Notwithstanding our disclaimer of an opinion on the financial statements, in our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

Notwithstanding our disclaimer of an opinion on the financial statements, in the light of the knowledge and understanding of the company and its environment obtained in the course of the audit performed subject to the pervasive limitation described above, we have not identified material misstatements in the director's report.

 

Arising from the limitation of our work referred to above:

 

 

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

SW DOMICILIARY CARE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF SW DOMICILIARY CARE LIMITED
- 4 -
Auditor's responsibilities for the audit of the financial statements

Our responsibility is to conduct an audit of the company’s financial statements in accordance with International Standards on Auditing (UK) and to issue an auditor’s report.

 

However, because of the matters described in the basis for disclaimer of opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

 

We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

 

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

 

The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.

Our approach was as follows:

 

 

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.

SW DOMICILIARY CARE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF SW DOMICILIARY CARE LIMITED
- 5 -

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/Our-Work/Audit/Audit-and-assurance/Standards-and-guidance/Standards-and-guidance-for-auditors/Auditors-responsibilities-for-audit/Description-of-auditors-responsibilities-for-audit.aspx. This description forms part of our auditor’s report.

Use of our report

This report is made solely to the company's member in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's member those matters we are required to state to him in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member for our audit work, for this report, or for the opinions we have formed.

James Blake FCA (Senior Statutory Auditor)
For and on behalf of TC Group
Statutory Auditor
17 October 2023
Office: Portsmouth
SW DOMICILIARY CARE LIMITED
BALANCE SHEET
AS AT
30 JUNE 2022
30 June 2022
- 6 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
4
790,137
914,859
Current assets
Debtors
5
392,054
348,546
Cash at bank and in hand
7,865
16,864
399,919
365,410
Creditors: amounts falling due within one year
6
(1,190,192)
(1,229,718)
Net current liabilities
(790,273)
(864,308)
Total assets less current liabilities
(136)
50,551
Creditors: amounts falling due after more than one year
7
(35,650)
(45,276)
Net (liabilities)/assets
(35,786)
5,275
Capital and reserves
Called up share capital
1
1
Profit and loss reserves
(35,787)
5,274
Total equity
(35,786)
5,275

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

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 16 October 2023 and are signed on its behalf by:
Mr H M Shah
Director
Company Registration No. 11450821
The notes on pages 7 to 12 form part of these financial statements
SW DOMICILIARY CARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
- 7 -
1
Accounting policies
Company information

SW Domiciliary Care Limited (11450821) is a private company limited by shares incorporated in England and Wales. The registered office is Malvern View Care Home, Cleeve Hill, Cheltenham, GL52 3PW.

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 sterling, 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. The principal accounting policies adopted are set out below.

1.2
Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be measured reliably. Turnover is measured as the fair value of the consideration receivable for the sale of services provided to customers during the period.

1.3
Intangible fixed assets - goodwill

Goodwill represents the excess of consideration above the cost of the net assets acquired on the purchase of a business. 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 10 years.

1.4
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.

1.5
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.

SW DOMICILIARY CARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
1
Accounting policies
(Continued)
- 8 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs. 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.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price. 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.

1.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.7
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.

1.8
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

SW DOMICILIARY CARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
1
Accounting policies
(Continued)
- 9 -
1.9
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.10
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

SW DOMICILIARY CARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
- 10 -
2
Going concern

The company was formed as part of the group headed by SW Care Group Limited (the parent company), to acquire the domiciliary trade of Malvern View Care Home in Cheltenham, which it completed the purchase of on the 5th November 2018. The purchase consideration owing by the company to the parent company, was ultimately funded by the parent company via debt agreements undertaken for the specific purpose of funding the acquisition (the acquisition debts).

 

The initial term of the acquisition debts (which comprise bank loans and loans from related parties) has expired, and the nature of the contractual agreements in place with the debt holders, are such that the full acquisition debts are effectively repayable on demand by the group. The company's share of the initial acquisition debt is represented by the amounts shown within Amounts owed to group undertakings, which is an informal interest free debt that is repayable on demand, but for which the company does not hold sufficient liquid funds to be able to repay the debt if called upon.

 

The parent company's ability to continue to support the company is dependent upon the parent company not receiving a demand for repayment of the acquisition debts.

 

The group's directors had hoped to be able to re-negotiate the terms of the acquisition debts, but subsequent to the expiry of the group's bank loan extension in April 2023, the bank refused to provide further extension to the debt terms and withdrew financial support.

 

At the time of approval of these financial statements, the parent company had accepted an offer from a third party to purchase the shares of the company, with the purchaser expecting to continue the domiciliary care business as a going concern. The sale process is ongoing, but expected to complete shortly. As part of the sale terms it has been agreed between the parties that all amounts owed to and due from group undertakings at completion, will be written off. The company is therefore expected to have net current assets at completion of the sale, which together with the positive cash flows generated by the underlying business, are expected to be sufficient for the company to be able to continue to operate for the foreseeable future.

 

However the transaction of the sale of the company has not yet completed, and because of the inter-group indebtedness which currently exists, the ability for the company to continue as a going concern is largely dependent on the sale of the company completing. This is a material uncertainty, as the ability of the company to continue as a going concern is dependant upon the above factors, which are outside of the company's control.

 

As set out in the Directors' Responsibilities Statement within the Directors' Report, in preparing these financial statements the directors are required to prepare the financial statements on the going concern basis unless it is inappropriate to presume the company will continue in business. In forming their view the directors have assumed that the sale of the company will be completed, and that the intercompany debt will be waived, and that the company will continue to operate its domiciliary care business. The directors have therefore concluded that the company has adequate resources to continue to operate for the foreseeable future. Thus the directors have applied the going concern basis of accounting in preparing the financial statements.

 

Should the assumptions referred to above prove to be invalid, then the going concern basis may also be invalid and, accordingly, adjustments may have to be made to reduce the value of assets to their realisable amounts, to provide for any further liabilities which might arise and to reclassify all fixed assets as current assets where applicable.

SW DOMICILIARY CARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
- 11 -
3
Employees

The average monthly number of persons employed by the company during the year was:

2022
2021
Number
Number
Total
9
11
4
Intangible fixed assets
Goodwill
£
Cost
At 1 July 2021 and 30 June 2022
1,247,218
Amortisation and impairment
At 1 July 2021
332,359
Amortisation charged for the year
124,722
At 30 June 2022
457,081
Carrying amount
At 30 June 2022
790,137
At 30 June 2021
914,859
5
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
13,443
16,681
Amounts owed by group undertakings
368,047
318,934
Other debtors
10,564
12,931
392,054
348,546
SW DOMICILIARY CARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
- 12 -
6
Creditors: amounts falling due within one year
2022
2021
£
£
Bank loans
9,626
4,724
Trade creditors
3,477
8,016
Amounts owed to group undertakings
1,151,081
1,197,540
Taxation and social security
4,924
2,210
Other creditors
21,084
17,228
1,190,192
1,229,718
7
Creditors: amounts falling due after more than one year
2022
2021
£
£
Bank loans
35,650
45,276
8
Related party transactions

In accordance with FRS 102 Section 33.1A the company has applied the exemption from disclosing transactions with fellow wholly owned members of the same group.

9
Parent company

The company is wholly owned by SW Care Group Limited, a company registered in England. The directors consider there to be no ultimate controlling party.

2022-06-302021-07-01false17 October 2023CCH SoftwareCCH Accounts Production 2023.200No description of principal activityMr Manish V KhiroyaMr H M ShahMr I RandlesMs M D Stone114508212021-07-012022-06-3011450821bus:Director22021-07-012022-06-3011450821bus:Director12021-07-012022-06-3011450821bus:Director32021-07-012022-06-3011450821bus:Director42021-07-012022-06-3011450821bus:RegisteredOffice2021-07-012022-06-30114508212022-06-30114508212021-06-3011450821core:NetGoodwill2022-06-3011450821core:NetGoodwill2021-06-3011450821core:CurrentFinancialInstrumentscore:WithinOneYear2022-06-3011450821core:CurrentFinancialInstrumentscore:WithinOneYear2021-06-3011450821core:Non-currentFinancialInstrumentscore:AfterOneYear2022-06-3011450821core:Non-currentFinancialInstrumentscore:AfterOneYear2021-06-3011450821core:CurrentFinancialInstruments2022-06-3011450821core:CurrentFinancialInstruments2021-06-3011450821core:ShareCapital2022-06-3011450821core:ShareCapital2021-06-3011450821core:RetainedEarningsAccumulatedLosses2022-06-3011450821core:RetainedEarningsAccumulatedLosses2021-06-3011450821core:Goodwill2021-07-012022-06-30114508212020-07-012021-06-3011450821core:NetGoodwill2021-06-3011450821core:NetGoodwill2021-07-012022-06-3011450821core:WithinOneYear2022-06-3011450821core:WithinOneYear2021-06-3011450821core:Non-currentFinancialInstruments2022-06-3011450821core:Non-currentFinancialInstruments2021-06-3011450821bus:PrivateLimitedCompanyLtd2021-07-012022-06-3011450821bus:SmallCompaniesRegimeForAccounts2021-07-012022-06-3011450821bus:FRS1022021-07-012022-06-3011450821bus:Audited2021-07-012022-06-3011450821bus:FullAccounts2021-07-012022-06-30xbrli:purexbrli:sharesiso4217:GBP