FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
COMPANY INFORMATION
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J EDWARD SELLARS AND PARTNERS LIMITED
CONTENTS
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J EDWARD SELLARS AND PARTNERS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2023
The company has had a successful year maintaining strong income and profitability. Profit before tax is £669,219 (2022: £891,982).
Investment management income is tied to the value of the funds under management which are impacted by prevailing economic conditions. The directors consider that the performance of this side of the business in the year has exceeded expectations in a challenging environment through pro-active management of the portfolios.
The directors consider that the principal risks facing the company are;
Loss of staff - Staff are a significant asset to the business. Retaining the services of key staff is essential to on going revenue generation. The Board looks to provide development opporunities to staff to expand their roles and encourage greater participation in the business. Regulatory and financial - The risk of breaches by employees of FCA rules. The Company has a compliance function that provides training as well as monitoring compliance performance. Regulatory capital requirements are also closely monitored. The Company retains capital balances in excess of current requirements. The application of the MIFID II directive and GDPR to all aspects of the business has been challenging but the directors are confident that business has adapted well to new requirements with the minimum of interruption. Market risk - The Company is affected by conditions in the financial markets and the wider economy, It manages this by closely monitoring market conditions and maintaining adequate liquid capital accordingly.
The directors consider turnover, profit before tax and net assets to be the key financial performance indicators.
The company has documented the disclosures required by the FCA. These are available from the company's website at www.jesellars.co.uk
The Capital Requirements Directive IV (CRD IV) requires country by country reporting (CBCR). However, as shown in the notes to these financial statements all turnover is derived from the UK and the company has no establishments overseas. The requirement is therefore met by the information disclosed in these financial statements.
This report was approved by the board on 19 October 2023 and signed on its behalf.
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J EDWARD SELLARS AND PARTNERS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2023
The directors present their report and the financial statements for the year ended 30 June 2023.
The directors who served during the year were:
The Company fosters business relationships with its clients by acting on feedback, using dedicated customer relationship managers and by maintaining a high quality of service at all times. The Company fosters business relationships with its suppliers by supporting a high number of local suppliers, ensuring relationships are mutually beneficial and paying invoices within agreed payment terms.
The auditors, Bishop Fleming Bath Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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J EDWARD SELLARS AND PARTNERS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2023
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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J EDWARD SELLARS AND PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF J EDWARD SELLARS AND PARTNERS LIMITED
We have audited the financial statements of J Edward Sellars and Partners Limited (the 'Company') for the year ended 30 June 2023, which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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J EDWARD SELLARS AND PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF J EDWARD SELLARS AND PARTNERS LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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J EDWARD SELLARS AND PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF J EDWARD SELLARS AND PARTNERS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, we considered the following:
∙the nature of the industry and sector, control environment, and business performance including the design and remuneration of the risks and irregularities within the entity;
∙results of enquiries with management, the directors in relation to their own identification and assessment of the risks of irregularities within the entity;
∙management's incentives and opportunities for fraudulent manipulation of the Financial Statements (including the risk of override of controls); and
∙any matters we identified having obtained and reviewed the company's documentation of their policies and procedures relating to: identifying, evaluating and whether they were aware of any instances of non-compliance; detecting and responding to the risks of fraud and whether they have any knowledge of any actual, suspected or alleged fraud; the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
As a result of these procedures, we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the highest area of risk to be in relation to revenue recognition, with a particular risk in relation to year-end cut-off. In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override.
We have also obtained an understanding of the legal and regulatory frameworks that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the financial statements but compliance with which may be fundamental to the Company's ability to operate or avoid a material penalty. We identified that the principal risks of non-compliance with laws and regulations related to breaches of UK regulatory principles, specifically those established by the Financial Conduct Authority. Other areas that we considered included data protection legislation and employment law.
Our procedures to respond to the risks identified included the following:
Enquiring of managemnet in relation to actual and potential claims or litigation:
∙Performing analytical procedures to identify unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
∙Assessing whether the judgements made in making the accounting estimates are indicative of a potential bias;
∙Reviewing the financial statement disclosures and testing to supporting documentation to assess the recognition of revenue;
∙In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in accounting estimates are indicative of potential bias; and evaluating the business rationale of significant transactions that are unusual or outside the normal course of business; and,
∙Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance
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J EDWARD SELLARS AND PARTNERS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF J EDWARD SELLARS AND PARTNERS LIMITED (CONTINUED)
with provisions of relevant laws and regulations described as having a direct effect on the financial statements.
With regard to the risks of non-compliance with laws and regulations and breaches of UK regulatory principles, specifically those established by the Financial Conduct Authority, we considered the extent to which non-compliance might have a material effect on the Financial Statements. Our work included:
∙Gaining an understanding of current activities, the scope of authorisation and the effectiveness of control environment;
∙Reading any relevant correspondence with the Financial Conduct Authority;
∙Reviewing registers maintained regarding any complaints, errors and breaches; and,
∙Discussions with management and the compliance team.
We also communicated identified laws and refulations and potential fraud risks to all members of the engagement team and remained alert to possible indicators of fraud or non-compliance with laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, foregery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulationsis from teh events and transactions reflected in the financial statements, the less likely we would become aware of it.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
This report is made solely to the Company's members, as a body, 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 members those matters we are required to state to them in an Auditors' 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 members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
Statutory Auditors
10 Temple Back
BS1 6FL
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J EDWARD SELLARS AND PARTNERS LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
REGISTERED NUMBER:01201277
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 10 to 24 form part of these financial statements.
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
J. Edward Sellars and Partners Limited is a private company limited by shares and incorporated in England within the United Kingdom. The address of the registered office is given in the reference and adminstrative details on page 1.
2.ACCOUNTING POLICIES
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of NinePM Limited as at 30 June 2023 and these financial statements may be obtained from the company's registered office.
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
2.ACCOUNTING POLICIES (continued)
The financial statements have been prepared on a going concern basis which assumes that the company will continue in existence for the foreseeable future.
The directors, taking account of reasonably probable changes in trading performance, believe that the company is able to operate within the level of its current financing. The company is reliant upon retaining its regulated status. Regulatory changes under the Financial Conduct Authority (FCA) that took effect in January 2022 include the eligible assets and liabilities of the whole group in assessing the financial capital adequacy of this company. This is a key component in the company and group being able to maintain its regulated status which is required for it to trade. Current projections indicate a deficit in relevant funds for meeting FCA capital adequacy requirements at a group level. Company level capital adequacy requirements have been met at company level. The directors have developed a plan to rectify any potential deficit which will provide a route to compliance with the revised regulatory conditions in a reasonable timeframe. This plan includes the ongoing disposal of certain equine and other investments in the parent company to realise profits and cash which will also be eligible to be included in capital adequacy calculations. Progress towards this target has been made in the year ending 30 June 2023 with a reduction in the capital adequacy deficit at group level during the year. The directors are therefore satisfied that the company has sufficient resources to meet its expected debt finance service requirements. The directors therefore consider that it is appropriate to prepare the accounts on a going concern basis. Stockbroking revenue comprises fees and is recognised in accordance with the date of the underlying transaction. Investment management revenue comprises initial on ongoing management fees. Initial fees are recognised on an accruals basis from the date a transaction is approved by the client. Management fees are charged in arrears.
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
2.ACCOUNTING POLICIES (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
2.ACCOUNTING POLICIES (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Statement of Financial Position 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
2.ACCOUNTING POLICIES (continued)
discharged or cancelled.
Grants of a revenue nature are recognised in the Statement of Income and Retained Earnings in the same period as the related expenditure.
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
2.ACCOUNTING POLICIES (continued)
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position. The directors recognise revenue on the completion of a transaction. Amounts recoverable on completed transactions but not received are recognised at the expected value. Expected value is determined by the market price of the transaction at the time of completion.
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
11.TAXATION (CONTINUED)
There were no factors that may affect future tax charges.
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
Share premium account
Profit and loss account
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund at the year end and amounted to £2,318 (2022: £2,279).
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J EDWARD SELLARS AND PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
The immediate and ultimate parent company is NinePM Limited, a company incorporated in England and Wales. There is no controlling party.
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