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REGISTERED NUMBER: 11056171 (England and Wales)













Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 March 2023

for

TBI Holdings Limited

TBI Holdings Limited (Registered number: 11056171)






Contents of the Financial Statements
for the Year Ended 31 March 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 4

Profit and Loss Account 7

Other Comprehensive Income 8

Balance Sheet 9

Statement of Changes in Equity 10

Notes to the Financial Statements 11


TBI Holdings Limited

Company Information
for the Year Ended 31 March 2023







DIRECTORS: C J Tilly
H C Dexter



REGISTERED OFFICE: York Chambers
York Road
Hartlepool
TS26 9DP



REGISTERED NUMBER: 11056171 (England and Wales)



SENIOR STATUTORY AUDITOR: Christopher Beaumont BA (Hons) BFP FCA DChA



AUDITORS: Clive Owen LLP
Chartered Accountants
& Statutory Auditors
140 Coniscliffe Road
Darlington
County Durham
DL3 7RT

TBI Holdings Limited (Registered number: 11056171)

Strategic Report
for the Year Ended 31 March 2023

The directors present their strategic report for the year ended 31 March 2023.

The principal activity of the company was that of a holding company. Income is derived from licensing rights to use the company's clients and contacts to its subsidiary company TBI Investments Limited.

REVIEW OF BUSINESS
In November 2018, the business acquired the goodwill in respect of the FCA registered element of business - Tilly Bailey and Irvine LLP. This goodwill has in turn been licenced to TBI Investments Limited which employs the individuals who provide financial services advice to the clients.

During the year, the goodwill has been sold to TBI Investments (2021) Limited, a company under common control.

The key financial performance and other performance indicators during the period were as follows:

2023 2022
Turnover £16,664 £49,992
Profit/(loss) after tax £219,520 (£29,972 )
Equity shareholders funds £1,209,864 £990,344
Number of employees None None

PRINCIPAL RISKS AND UNCERTAINTIES
Competitive risks
There are other firms of advisers who operate in the same geographical area. Our client retention is very good, and TBI Investments Limited advisers have a significant number of long-term relationships. If TBI Investments Limited were to lose numbers of clients then the ability of that entity to pay the licence fee would be put at risk.

Legal risks
In the ordinary course of business, certain aspects of the subsidiary's services are opinion based and may be subject to challenge. Where appropriate, TBI Investments Limited, obtains third party professional corroboration. In addition, the company has professional indemnity insurance.

Legislative risks
TBI Investments Limited the wholly owned subsidiary is regulated by the FCA and we therefore have to ensure compliance with their rules and regulations. As the immediate holding company of TBI Investments Limited, TBI Holdings Limited also subject to various capital adequacy ratios. These are regularly reviewed to ensure compliance.

Changes in the regulatory environment that affect the company and its clients may reduce the level of services required, but equally these may enable the company to take advantage of these opportunities.

Financial instrument risk
The main income is from the licence fee generated. The main expense is the amortisation of the goodwill therefore the business is cash generative whilst this fee is being received.

ON BEHALF OF THE BOARD:





C J Tilly - Director


28 July 2023

TBI Holdings Limited (Registered number: 11056171)

Report of the Directors
for the Year Ended 31 March 2023

The directors present their report with the financial statements of the company for the year ended 31 March 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of a holding company. For part of the year, the company also charges a licence fee to other group members for the use of the 'TBI' name.

DIVIDENDS
No dividends will be distributed for the year ended 31 March 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 April 2022 to the date of this report.

C J Tilly
H C Dexter

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-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 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.


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Clive Owen LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:





C J Tilly - Director


28 July 2023

Report of the Independent Auditors to the Members of
TBI Holdings Limited

Opinion
We have audited the financial statements of TBI Holdings Limited (the 'company') for the year ended 31 March 2023 which comprise the Profit and Loss Account, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, 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).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 March 2023 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
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 UK, including the FRC'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.

Conclusions relating to going concern
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.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
TBI Holdings Limited


Matters on which we are required to report by exception
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 Report of the Directors.

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:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of
TBI Holdings Limited


Auditors' responsibilities for the audit of the financial statements
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 a Report of the Auditors 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, to detect material misstatements in respect of irregularities, including fraud. Our audit must be alert to the risk of manipulation of the financial statements and seek to understand the incentives and opportunities for management to achieve this.

We undertake the following procedures to identify and respond to these risks of non-compliance:

- Understanding the key legal and regulatory frameworks that are applicable to the Company. We communicated and identified laws and regulations throughout the audit team and remained alert to any indications of non-compliance throughout the audit. We determined the most significant of these to be FCA regulations, Data protection, company law and taxation law.
- Enquiry of directors and management as to policies and procedures to ensure compliance and any known instances of non-compliance.
- Enquiry of directors and management as to areas of the financial statements susceptible to fraud and how these risks are managed.
- Challenging management on key estimates, assumptions and judgements made in the preparation of the financial statements. These key areas of uncertainty are disclosed in the accounting policies.
- Identifying and testing unusual journal entries, with a particular focus on manual journal entries.

Through these procedures, we did not become aware of actual or suspected non-compliance.

We planned and performed our audit in accordance with auditing standards but owing to the inherent limitations of procedures required in these areas, there is an unavoidable risk that we may not have detected a material misstatement in the accounts. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve concealment, collusion, forgery, misrepresentations, or override of internal controls. 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 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 Report of the Auditors.

Use of our 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 a Report of the Auditors 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.




Christopher Beaumont BA (Hons) BFP FCA DChA (Senior Statutory Auditor)
for and on behalf of Clive Owen LLP
Chartered Accountants
& Statutory Auditors
140 Coniscliffe Road
Darlington
County Durham
DL3 7RT

28 July 2023

TBI Holdings Limited (Registered number: 11056171)

Profit and Loss Account
for the Year Ended 31 March 2023

2023 2022
Notes £    £   

TURNOVER 3 16,664 49,992

Administrative expenses (205,027 ) 71,430
OPERATING PROFIT/(LOSS) and
PROFIT/(LOSS) BEFORE TAXATION 221,691 (21,438 )

Tax on profit/(loss) 6 2,171 8,534
PROFIT/(LOSS) FOR THE FINANCIAL
YEAR

219,520

(29,972

)

TBI Holdings Limited (Registered number: 11056171)

Other Comprehensive Income
for the Year Ended 31 March 2023

2023 2022
Notes £    £   

PROFIT/(LOSS) FOR THE YEAR 219,520 (29,972 )


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

219,520

(29,972

)

TBI Holdings Limited (Registered number: 11056171)

Balance Sheet
31 March 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 7 - 438,739
Investments 8 100,000 100,000
100,000 538,739

CURRENT ASSETS
Debtors 9 942,980 29,648
Cash at bank 171,555 434,044
1,114,535 463,692
CREDITORS
Amounts falling due within one year 10 4,671 12,087
NET CURRENT ASSETS 1,109,864 451,605
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,209,864

990,344

CAPITAL AND RESERVES
Called up share capital 11 750,000 750,000
Retained earnings 459,864 240,344
SHAREHOLDERS' FUNDS 1,209,864 990,344

The financial statements were approved by the Board of Directors and authorised for issue on 28 July 2023 and were signed on its behalf by:





C J Tilly - Director


TBI Holdings Limited (Registered number: 11056171)

Statement of Changes in Equity
for the Year Ended 31 March 2023

Called up
share Retained Total
capital earnings equity
£    £    £   

Balance at 1 April 2021 750,000 270,316 1,020,316

Changes in equity
Total comprehensive income - (29,972 ) (29,972 )
Balance at 31 March 2022 750,000 240,344 990,344

Changes in equity
Total comprehensive income - 219,520 219,520
Balance at 31 March 2023 750,000 459,864 1,209,864

TBI Holdings Limited (Registered number: 11056171)

Notes to the Financial Statements
for the Year Ended 31 March 2023

1. STATUTORY INFORMATION

TBI Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

There were no material departures from that standard.

The principal accounting policies adopted in the preparation of the financial statements are set out below.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows.

Preparation of consolidated financial statements
The financial statements contain information about TBI Holdings Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Tilly Bailey & Irvine LLP, York Chambers, York Road, Hartlepool, TS26 9DP.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with other wholly owned members of the group.

Significant judgements and estimates
Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these judgements and estimates have been made include:-

Amortisation is calculated so as to write off the cost of the goodwill over the useful economic life. The useful economic life is assessed annually to ensure that it continues to reflect the period over which economic benefits will flow to the company. The amortisation charge for the year is £21,667.

Turnover
Turnover is measured at fair value of consideration receivable, excluding discounts, rebates, value added tax and other sales taxes for the transfer of licence fee rights.

Income recognition
Income is recognised on a monthly basis as the licence fee rights are transferred.

Goodwill
Goodwill, being the amount paid in connection with the acquisition of a business in 2019, is being amortised evenly over its estimated useful life of ten years.

Goodwill has been disposed of during the year,

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

TBI Holdings Limited (Registered number: 11056171)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
Basic financial instruments are recognised at amortised cost with changes recognised in profit or loss.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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.

3. TURNOVER

The turnover and profit before tax are attributable to the one principal activity of the company.

All turnover arose within the United Kingdom.

4. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 March 2023 nor for the year ended 31 March 2022.

The average number of employees during the year was NIL (2022 - NIL).

2023 2022
£    £   
Directors' remuneration - -

5. OPERATING PROFIT/(LOSS)

The operating profit (2022 - operating loss) is stated after charging/(crediting):

2023 2022
£    £   
Profit on disposal of fixed assets (232,928 ) -
Goodwill amortisation 21,667 65,004
Auditors' remuneration 5,195 3,890

TBI Holdings Limited (Registered number: 11056171)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2023

6. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2023 2022
£    £   
Current tax:
UK corporation tax 2,171 8,534
Tax on profit/(loss) 2,171 8,534

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2023 2022
£    £   
Profit/(loss) before tax 221,691 (21,438 )
Profit/(loss) multiplied by the standard rate of corporation tax in the UK of
19% (2022 - 19%)

42,121

(4,073

)

Effects of:
Expenses not deductible for tax purposes 4,306 12,607
undertakings
Profit from sale of goodwill (44,256 ) -
Total tax charge 2,171 8,534

7. INTANGIBLE FIXED ASSETS
Goodwill
£   
COST
At 1 April 2022 650,000
Disposals (650,000 )
At 31 March 2023 -
AMORTISATION
At 1 April 2022 211,261
Amortisation for year 21,667
Eliminated on disposal (232,928 )
At 31 March 2023 -
NET BOOK VALUE
At 31 March 2023 -
At 31 March 2022 438,739

TBI Holdings Limited (Registered number: 11056171)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2023

8. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 April 2022
and 31 March 2023 100,000
NET BOOK VALUE
At 31 March 2023 100,000
At 31 March 2022 100,000

The company's investments at the Balance Sheet date in the share capital of companies include the following:

TBI Investments Limited
Registered office: York Chambers, York Road, Hartlepool, TS26 9DP
Nature of business: Provision of investment and financial advice
%
Class of shares: holding
Ordinary £1 shares 100.00

9. DEBTORS
2023 2022
£    £   
Amounts falling due within one year:
Amounts owed by group undertakings 292,875 29,162
Other debtors 105 486
292,980 29,648

Amounts falling due after more than one year:
Amounts owed by group undertakings 650,000 -

Aggregate amounts 942,980 29,648

10. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Amounts owed to group undertakings - 2,951
Corporation tax 2,171 8,536
Accruals and deferred income 2,500 600
4,671 12,087

The bank holds a cross guarantee between the group members of Tilly Bailey & Irvine LLP with unlimited security.

TBI Holdings Limited (Registered number: 11056171)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2023

11. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
750,000 Ordinary £1 750,000 750,000

12. ULTIMATE CONTROLLING PARTY

The ultimate parent company is Tilly Bailey & Irvine LLP, the registered office is York Chambers, York Road, Hartlepool, TS26 9DP.