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REGISTERED NUMBER: 04157540 (England and Wales)















STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2023

FOR

PROCARE WALES LIMITED

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023










Page

Company Information 1

Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 6

Income Statement 10

Other Comprehensive Income 11

Balance Sheet 12

Statement of Changes in Equity 13

Notes to the Financial Statements 14


PROCARE WALES LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 MARCH 2023







DIRECTORS: Y A Loucopoulos
P N Ledgard
R Finney
H L Shepherd
A O Owen
J C McCooey





REGISTERED OFFICE: Kinmel Place
54-56 Kinmel Street
Rhyl
Denbighshire
LL18 1AR





REGISTERED NUMBER: 04157540 (England and Wales)





AUDITORS: Harold Sharp Limited
Statutory Auditors and Chartered Accountants
5 Brooklands Place
Brooklands Road
Sale
Cheshire
M33 3SD

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023


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

REVIEW OF BUSINESS
Procare Wales Limited was established in 2001 as a registered provider of care and support services within the community. The company provides registered care home and community supported living services in Conwy and Denbighshire and is a multi-award winning organisation with a reputation and track record for quality. Procare Wales' Head Office is based in Rhyl, Denbighshire and is governed by Care Inspectorate Wales (CIW).

Our focus is on providing high quality care services, delivered by expert staff to local individuals. Our aim is to ensure that families are kept close together and as such we will only offer services which we can manage fully within close geographical proximity.

Procare Wales currently run two residential provisions which forms part of our Intensive Support Service. These services are run by the Company's subsidiary, being Bangor Centre for Developmental Disabilities Limited.

Procare Wales itself has over 20 years of experience in providing 24 hour community living schemes, providing services to individuals who reside in, or originate from, the North Wales Area. Specifically, the local authority areas of Conwy, Denbighshire, Flintshire and Gwynedd. Procare Wales provides community services and support across a range of enhanced community living services, meeting the needs of individuals with severe learning disabilities, Autism, acquired brain injury, mental health conditions, chronic and enduring emotional and physical conditions and associated complex needs. We specialise in supporting people who present with significant challenging behaviours to access and participate in community life.

In continuing to provide these community based services throughout the year, the company's turnover in the year to 31 March 2022 increase by 5.2% to £1,509,330 (2022: £1,434,223). The number of individuals benefitting from the company's community living services as at 31 March 2023 was 12 (2022: 15). The increase in the turnover during the year reflects modest price increases, a contributions towards wage and other cost inflation increases. As a result, operating profit was lower on year at £29,777 (2022: £98,501).

In the year to 31 March 2023, a dividend was received from its subsidiary of £845,000 (2022: £600,000), and the company paid a dividend of £845,000 (2022: £650,000) to its parent company, Tristone PW Holdings Limited. As a result net assets of the company were £558,527 (2022: £535,024).

The company will continue to provide the community living services into the future and is always looking for ways to support more individuals.


PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023

PRINCIPAL RISKS AND UNCERTAINTIES
Safeguarding the well-being of our individuals within all our services is of paramount importance and priority. Ensuring that all practices are always fully aligned with this priority responds to this principal risk. Significant investment in specialist training further ensures that all our employees are well equipped to provide the services provided and do so in a safe way for them too.

There continues to be high demand for our services, so financial risk is generally limited to inflationary pressures on wages and other costs. We enjoy strong relationships with our partners who pay the fees for the individuals' services and within this have constructive annual discussions about price rises to meet this cost inflation.

The company benefits from being part of the Tristone Healthcare community of businesses and as such is provided long-term financial support if required.

ON BEHALF OF THE BOARD:



P N Ledgard - Director


1 November 2023

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

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 care in the community.

DIVIDENDS
An interim dividend of £1,690 per share was paid on 31 March 2023. The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 March 2023 will be £ 845,000 .

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

Y A Loucopoulos
P N Ledgard
R Finney
H L Shepherd
A O Owen

Other changes in directors holding office are as follows:

J C McCooey was appointed as a director after 31 March 2023 but prior to the date of this report.

DISCLOSURE IN THE STRATEGIC REPORT
The directors have chosen to disclose certain information in the strategic report, including post balance sheet events, future developments, and engagement with employees.

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 he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2023


AUDITORS
The auditors, Harold Sharp Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





P N Ledgard - Director


1 November 2023

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
PROCARE WALES LIMITED


Opinion
We have audited the financial statements of Procare Wales Limited (the 'company') for the year ended 31 March 2023 which comprise the Income Statement, 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
PROCARE WALES 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 four, 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
PROCARE WALES 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

As part of our planning process:
- We enquired of management the systems and controls the company has in place, the areas of the financial statements that are mostly susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud.
- We obtained an understanding of the legal and regulatory frameworks applicable to the company. We determined that the following were most relevant: FRS 102, Companies Act 2006, health and safety, and employment law.
- We considered the incentives and opportunities that exist in the company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly.
- Using our knowledge of the company, together with the discussions held with the company at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:
- Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual.
- Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.
- Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates, in particular in relation to depreciation, bad debt provision, and accrued costs.
- Assessing the extent of compliance, or lack of, with the relevant laws and regulations in particular those that are central to the entities ability to continue in operation.
- Testing key revenue lines, in particular cut-off, for evidence of management bias.
- Performing a verification of key assets.
- Obtaining third-party confirmation of material bank balances.
- Documenting and verifying all significant related party balances and transactions.
- Reviewing documentation such as the company board minutes, correspondence with solicitors, for discussions of irregularities including fraud.


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. The primary responsibility for the prevention and detection of irregularities and fraud rests with the directors and management

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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
PROCARE WALES LIMITED


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.




Karen Dent (Senior Statutory Auditor)
for and on behalf of Harold Sharp Limited
Statutory Auditors and Chartered Accountants
5 Brooklands Place
Brooklands Road
Sale
Cheshire
M33 3SD

1 November 2023

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2023

2023 2022
Notes £    £    £    £   

TURNOVER 1,509,330 1,434,223

Cost of sales 993,650 914,179
GROSS PROFIT 515,680 520,044

Administrative expenses 486,561 478,298
29,119 41,746

Other operating income 658 56,755
OPERATING PROFIT 4 29,777 98,501

Income from shares in group undertakings 845,000 600,000
Interest receivable and similar income 194 149
845,194 600,149
PROFIT BEFORE TAXATION 874,971 698,650

Tax on profit 5 6,468 13,441
PROFIT FOR THE FINANCIAL YEAR 868,503 685,209

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2023

2023 2022
Notes £    £   

PROFIT FOR THE YEAR 868,503 685,209


OTHER COMPREHENSIVE INCOME
- 82,876
Income tax relating to other comprehensive
income

-

(28,687

)
OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX

-

54,189
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

868,503

739,398

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

BALANCE SHEET
31 MARCH 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 7 241,085 246,428
Investments 8 200,000 200,000
441,085 446,428

CURRENT ASSETS
Debtors 9 1,853,301 195,112
Cash at bank and in hand 54,794 77,811
1,908,095 272,923
CREDITORS
Amounts falling due within one year 10 1,760,730 155,369
NET CURRENT ASSETS 147,365 117,554
TOTAL ASSETS LESS CURRENT
LIABILITIES

588,450

563,982

PROVISIONS FOR LIABILITIES 13 29,923 28,958
NET ASSETS 558,527 535,024

CAPITAL AND RESERVES
Called up share capital 14 500 500
Revaluation reserve 15 53,887 54,189
Capital redemption reserve 15 300 300
Retained earnings 15 503,840 480,035
SHAREHOLDERS' FUNDS 558,527 535,024

The financial statements were approved by the Board of Directors and authorised for issue on 1 November 2023 and were signed on its behalf by:





P N Ledgard - Director


PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023

Called up Capital
share Retained Revaluation redemption Total
capital earnings reserve reserve equity
£    £    £    £    £   

Balance at 1 April 2021 500 444,826 - 300 445,626

Changes in equity
Dividends - (650,000 ) - - (650,000 )
Total comprehensive income - 685,209 54,189 - 739,398
Balance at 31 March 2022 500 480,035 54,189 300 535,024

Changes in equity
Dividends - (845,000 ) - - (845,000 )
Total comprehensive income - 868,805 (302 ) - 868,503
Balance at 31 March 2023 500 503,840 53,887 300 558,527

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023


1. STATUTORY INFORMATION

Procare Wales Limited is a private company, limited by shares, registered in England and Wales. The company's registered number is 04157540, and its registered office address is 54 Kinmel Street, Rhyl, Denbighshire, LL18 1AR.

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 as modified by the revaluation of certain assets.

The financial statements represent the results of the individual entity. The functional and presentation currency is £ sterling.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemptions 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;
the requirement of paragraph 3.17(d);
the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A.

Preparation of consolidated financial statements
The financial statements contain information about Procare Wales 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, Tristone Healthcare Limited, 5 Brooklands Place, Brooklands Road, Sale, Cheshire M33 3SD.

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


2. ACCOUNTING POLICIES - continued

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 amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Provisions
A provision is recognised in the balance sheet when the entity has a present legal or constructive obligation as a result of a past event, that can be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are recognised at the best estimate of the amount required to settle the obligation at the reporting date.

Depreciation
Depreciation is provided over the estimated useful life of the asset. The directors make estimates as to the length of those useful lives.

Trade debtors recoverability
Amounts recoverable on trade debtors are initially measured at the transaction price and subsequently measured at amortised cost, being the transaction price less any amounts settled and any impairment losses. The directors make estimates as to the recoverability of these debts and provide for them accordingly.

Carrying value of property
The company's properties are revalued on a regular basis by independent valuers. In between those valuations the directors make estimates with regards the valuation of properties to ensure that the carrying value is not materially different to market value.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Freehold property - 2% on cost
Fixtures and fittings - 25% on reducing balance
Computer equipment - 33% on reducing balance

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.

At each balance sheet date the company reviews the carrying amount of its tangible fixed assets to determine whether there is any indication that any items have suffered an impairment loss. If any such indication exists, the recoverable amount of an asset is estimated in order to determine the extent of the impairment loss, if any.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. Impairment loss is recognised as an expense immediately.

Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined (net of depreciation) had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised as income immediately.

Land and buildings are initially recognised at cost and subsequently carried at the revalued amount less accumulated impairment losses.

Investments in subsidiaries
Investment in subsidiary undertakings are measured at cost less provision for impairment.

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


2. ACCOUNTING POLICIES - continued

Financial instruments
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 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, which include trade debtors, other debtors, amounts due from group undertakings, amounts owed by related parties, directors' current accounts and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method. Financial assets classified as receivable within one year are not amortised.

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, including bank loans and overdrafts, trade creditors, other creditors, amounts owed to related parties and accrued expenses that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.

Financial liabilities are derecognised when, and only when, the company's contractual obligations are discharged, cancelled, or they expire.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


2. ACCOUNTING POLICIES - continued

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Going concern
At the balance sheet date of 31 March 2023, the company made a profit for the year of £868,503 (2022: £685,209), and had net assets at that date of £558,527 (2022: £535,024). The directors consider that the company has sufficient working capital to enable it to continue to trade and meet its liabilities as they fall due for at least the next twelve months from the date of approval of the financial statements. For this reason, they continue to adopt the going concern basis in preparing the financial statements for the year ended 31 March 2023.

Restatement of prior year profit and loss account
The company has restated its 2022 comparatives for cost of sales and administrative expenses, in order to realign the results with their business plan. The restatement moves costs of £914,179 from administrative expenses to cost of sales. The overall operating profit remains unchanged from the prior year reported financial statements.

3. EMPLOYEES AND DIRECTORS
2023 2022
£    £   
Wages and salaries 1,202,174 1,181,176
Social security costs 116,291 102,225
Other pension costs 24,339 22,256
1,342,804 1,305,657

The average number of employees during the year was as follows:
2023 2022

Employees 39 47
Directors 5 5
44 52

2023 2022
£    £   
Directors' remuneration 76,927 77,535
Directors' pension contributions to money purchase schemes - 104

4. OPERATING PROFIT

The operating profit is stated after charging:

2023 2022
£    £   
Hire of plant and machinery 4,950 4,235
Depreciation - owned assets 5,343 4,652
Loss on disposal of fixed assets - 746

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


4. OPERATING PROFIT - continued

The audit fees in respect of this company are paid by Tristone Healthcare Limited, and are disclosed in that company's accounts.

5. 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 5,503 13,714

Deferred tax 965 (273 )
Tax on profit 6,468 13,441

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 before tax 874,971 698,650
Profit multiplied by the standard rate of corporation tax in the UK of 19% (2022 -
19%)

166,244

132,744

Effects of:
Expenses not deductible for tax purposes 401 -
Income not taxable for tax purposes (160,550 ) (114,000 )
Capital allowances in excess of depreciation - (5,030 )
Depreciation in excess of capital allowances 1,015 -
Deferred tax 965 (273 )
Group relief (1,607 ) -
Total tax charge 6,468 13,441

Tax effects relating to effects of other comprehensive income

2022
Gross Tax Net
£    £    £   
Revaluation of property 82,876 (28,687 ) 54,189

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


6. DIVIDENDS
2023 2022
£    £   
Ordinary shares of 1 each
Interim 845,000 650,000

7. TANGIBLE FIXED ASSETS
Fixtures
Freehold and Computer
property fittings equipment Totals
£    £    £    £   
COST OR VALUATION
At 1 April 2022
and 31 March 2023 245,000 10,662 5,547 261,209
DEPRECIATION
At 1 April 2022 - 10,577 4,204 14,781
Charge for year 4,900 - 443 5,343
At 31 March 2023 4,900 10,577 4,647 20,124
NET BOOK VALUE
At 31 March 2023 240,100 85 900 241,085
At 31 March 2022 245,000 85 1,343 246,428

Freehold property was revalued as at 31 March 2022 to its fair value of £245,000 by Harry Torrance MRICS and Russell Lane FRICS, of Aitchison Raffety, who are independent of the company and have experience of valuing similar properties. At 31 March 2023 the directors consider that the market value is not materially different to the carrying value of £240,100.

If freehold property were included in the balance sheet on an historical cost basis, then the carrying amount would be £157,526 including accumulated depreciation of £72,378.

Plant and machinery, fixtures and fittings and computer equipment are all carried at cost at 31 March 2023.

8. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 April 2022
and 31 March 2023 200,000
NET BOOK VALUE
At 31 March 2023 200,000
At 31 March 2022 200,000

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


8. FIXED ASSET INVESTMENTS - continued

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

Bangor Centre for Developmental Disabilities Limited
Registered office: Kinmel Place, 54-56 Kinmel Street, Rhyl, Denbighshire, LL18 1AR
Nature of business: Residential care
%
Class of shares: holding
Ordinary 100.00

9. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade debtors 93,604 87,947
Amounts owed by group undertakings 1,731,751 54,920
Other debtors 16,081 34,999
Prepayments and accrued income 11,865 17,246
1,853,301 195,112

Amounts owed by group undertakings are repayable on demand.

10. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade creditors 7,527 9,628
Amounts owed to group undertakings 1,692,601 65,590
Tax 5,502 13,714
Social security and other taxes 31,420 23,352
Other creditors 1,970 2,250
Accruals and deferred income 21,710 40,835
1,760,730 155,369

Amounts owed to group undertakings are repayable on demand.

11. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2023 2022
£    £   
Within one year 10,980 11,040
Between one and five years 16,361 10,668
In more than five years 234 16,002
27,575 37,710

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


12. SECURED DEBTS

The company along with its subsidiary company, Bangor Centre for Developmental Disabilities Ltd, its immediate parent company Tristone PW Holdings Limited, its fellow subsidiary companies, Roundhouse Care Holdings Ltd, Tristone SSS Holdings Ltd, Tristone PCM Holdings Ltd, Premier Care Management Ltd, Sportfit Support Services Limited, K Bond Healthcare Ltd, Seaside Care Homes Ltd, Tristone NS Holdings Ltd, Tristone PW Holdings Limited, Tristone BL Holdings Limited and Beyond Limits (Plymouth) Ltd, entered into guarantees in the form of a fixed and floating charges to secure the borrowings of their parent company, Tristone Healthcare Limited. At 31 March 2023 the amount outstanding in respect of these guarantees was £17,599,000 (2022: £12,099,000). The beneficiary of the securities are Duke Royalty UK Limited.

At the balance sheet date an amount of £1,188,373 (2022: £5,088,373) was owed by the immediate parent company, Tristone PW Holdings Limited, to Tristone Healthcare Limited.

13. PROVISIONS FOR LIABILITIES
2023 2022
£    £   
Deferred tax 29,923 28,958

Deferred
tax
£   
Balance at 1 April 2022 28,958
Charge to Income Statement during year 965
Balance at 31 March 2023 29,923

14. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
500 Ordinary 1 500 500

15. RESERVES
Capital
Retained Revaluation redemption
earnings reserve reserve Totals
£    £    £    £   

At 1 April 2022 480,035 54,189 300 534,524
Profit for the year 868,503 - - 868,503
Dividends (845,000 ) - - (845,000 )
Transfer 302 (302 ) - -
At 31 March 2023 503,840 53,887 300 558,027

Reserves include £53,887 (2022: £54,189) of undistributable reserves relating to the revaluation of freehold property.

PROCARE WALES LIMITED (REGISTERED NUMBER: 04157540)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2023


16. PENSION COMMITMENTS

During the year the company contributed £24,339 (2022: £22,256) to a defined contribution pension scheme. At 31 March 2023 outstanding contributions of £2,106 (2022: £nil) are included within other creditors.

17. RELATED PARTY DISCLOSURES

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 wholly owned subsidiaries within the group.

At the balance sheet date, amounts due from the parent company of £1,731,751 (2022: £54,923) were included in debtors. No interest has been charged in respect of this loan, which is repayable on demand.

At the balance sheet date, amounts due to a subsidiary company of £1,691,101 (2022: £65,590) were included in creditors. No interest has been charged in respect of this loan, which is repayable on demand.

18. ULTIMATE CONTROLLING PARTY

The company's immediate parent company is Tristone PW Holdings Limited and its ultimate parent company is Tristone Capital Ltd, whose registered office is 5 Brooklands Place, Brooklands Road, Sale, Cheshire, M33 3SD. Consolidated financial statements can be obtained at Companies House, Crown Way, Cardiff, CF14 3UZ.