Registration number:
Ontix Infrastructure Holdings Limited
for the Year Ended 31 March 2023
Ontix Infrastructure Holdings Limited
Contents
Company Information |
|
Strategic Report |
|
Directors' Report |
|
Statement of Directors' Responsibilities |
|
Accountant's Report |
|
Consolidated Profit and Loss Account |
|
Consolidated Statement of Comprehensive Income |
|
Consolidated Balance Sheet |
|
Balance Sheet |
|
Consolidated Statement of Changes in Equity |
|
Statement of Changes in Equity |
|
Notes to the Financial Statements |
Ontix Infrastructure Holdings Limited
Company Information
Directors |
Mr Patrick David Bradd Mr Alan Paul Harper Mr Anthony Tomlinson Mr Thorsten Philip-Stuart Johnsen Mr Neil McRae |
Registered office |
|
Ontix Infrastructure Holdings Limited
Strategic Report for the Year Ended 31 March 2023
The directors present their strategic report for the year ended 31 March 2023.
Principal activity
The principal activity of the group is telecommunications company.
Approved and authorised by the
......................................... |
Ontix Infrastructure Holdings Limited
Directors' Report for the Year Ended 31 March 2023
The directors present their report and the for the year ended 31 March 2023.
Directors of the group
The directors who held office during the year were as follows:
The following director was appointed after the year end:
Approved and authorised by the
......................................... |
Ontix Infrastructure Holdings Limited
Statement of Directors' Responsibilities
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 group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
• |
select suitable accounting policies and apply them consistently; |
• |
make judgements 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; and |
• |
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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Ontix Infrastructure Holdings Limited
Accountant's Report
In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the accounts of Ontix Infrastructure Holdings Limited for the year ended 31 March 2023 as set out on pages from the company's accounting records and from information and explanations you have given us.
As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at
http://www.icaew.com/regulation.
This report is made solely to the Board of Directors of Ontix Infrastructure Holdings Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the accounts of Ontix Infrastructure Holdings Limited and state those matters that we have agreed to state to the Board of Directors of Ontix Infrastructure Holdings Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Ontix Infrastructure Holdings Limited and its Board of Directors as a body for our work or for this report.
It is your duty to ensure that Ontix Infrastructure Holdings Limited has kept adequate accounting records and to prepare statutory accounts that give a true and fair view of the assets, liabilities, financial position and loss of Ontix Infrastructure Holdings Limited. You consider that Ontix Infrastructure Holdings Limited is exempt from the statutory audit requirement for the year.
We have not been instructed to carry out an audit or a review of the accounts of Ontix Infrastructure Holdings Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory accounts.
......................................
London
SW18 4EJ
Ontix Infrastructure Holdings Limited
Consolidated Profit and Loss Account for the Year Ended 31 March 2023
Note |
2023 |
2022 |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Distribution costs |
( |
( |
|
Administrative expenses |
( |
( |
|
Operating loss |
( |
( |
|
Other interest receivable and similar income |
|
- |
|
Interest payable and similar expenses |
( |
( |
|
517 |
(94) |
||
Loss before tax |
( |
( |
|
Tax on loss |
|
|
|
Loss for the financial year |
( |
( |
|
Profit/(loss) attributable to: |
|||
Owners of the company |
|
( |
|
Minority interests |
( |
( |
|
( |
( |
The group has no recognised gains or losses for the year other than the results above.
Ontix Infrastructure Holdings Limited
Consolidated Statement of Comprehensive Income for the Year Ended 31 March 2023
2023 |
2022 |
|
Loss for the year |
( |
( |
Total comprehensive income for the year |
( |
( |
Total comprehensive income attributable to: |
||
Owners of the company |
|
( |
Minority interests |
( |
( |
( |
( |
Ontix Infrastructure Holdings Limited
(Registration number: 12443936)
Consolidated Balance Sheet as at 31 March 2023
Note |
2023 |
2022 |
|
Fixed assets |
|||
Tangible assets |
|
|
|
Current assets |
|||
Stocks |
|
|
|
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current liabilities |
( |
( |
|
Total assets less current liabilities |
( |
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Provisions for liabilities |
( |
( |
|
Net liabilities |
( |
( |
|
Capital and reserves |
|||
Called up share capital |
200 |
200 |
|
Retained earnings |
(4,988,653) |
(5,059,115) |
|
Equity attributable to owners of the company |
(4,988,453) |
(5,058,915) |
|
minority interests |
(755,201) |
(552,347) |
|
Shareholders' deficit |
(5,743,654) |
(5,611,262) |
These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.
For the financial year ending 31 March 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
Directors' responsibilities:
• |
|
• |
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts. |
Approved and authorised by the
Ontix Infrastructure Holdings Limited
(Registration number: 12443936)
Consolidated Balance Sheet as at 31 March 2023
......................................... |
Ontix Infrastructure Holdings Limited
(Registration number: 12443936)
Balance Sheet as at 31 March 2023
Note |
2023 |
2022 |
|
Fixed assets |
|||
Tangible assets |
|
|
|
Current assets |
|||
Stocks |
|
|
|
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets |
|
|
|
Total assets less current liabilities |
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Provisions for liabilities |
( |
( |
|
Net liabilities |
( |
( |
|
Capital and reserves |
|||
Called up share capital |
200 |
200 |
|
Retained earnings |
(3,175,641) |
(2,064,793) |
|
Shareholders' deficit |
(3,175,441) |
(2,064,593) |
The company made a loss after tax for the financial year of £1,110,848 (2022 - loss of £1,302,846).
Approved and authorised by the
......................................... |
Ontix Infrastructure Holdings Limited
Consolidated Statement of Changes in Equity for the Year Ended 31 March 2023
Equity attributable to the parent company
Share capital |
Retained earnings |
Total |
Non- controlling interests |
|
At 1 April 2022 |
|
( |
( |
( |
Profit/(loss) for the year |
- |
|
|
( |
At 31 March 2023 |
|
( |
( |
( |
Total equity |
|
At 1 April 2022 |
( |
Profit/(loss) for the year |
( |
At 31 March 2023 |
( |
Share capital |
Retained earnings |
Total |
Non- controlling interests |
|
At 1 April 2021 |
|
( |
( |
( |
Loss for the year |
- |
( |
( |
( |
At 31 March 2022 |
|
( |
( |
( |
Total equity |
|
At 1 April 2021 |
( |
Loss for the year |
( |
At 31 March 2022 |
( |
Ontix Infrastructure Holdings Limited
Statement of Changes in Equity for the Year Ended 31 March 2023
Share capital |
Retained earnings |
Total |
|
At 1 April 2022 |
|
( |
( |
Loss for the year |
- |
( |
( |
At 31 March 2023 |
|
( |
( |
Share capital |
Retained earnings |
Total |
|
At 1 April 2021 |
|
( |
( |
Loss for the year |
- |
( |
( |
At 31 March 2022 |
|
( |
( |
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
General information |
The company is a private company limited by share capital, incorporated in England & Wales.
The address of its registered office is:
These financial statements were authorised for issue by the
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March 2023.
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.
The group recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the group's activities.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Computer Equipment |
25% Straight Line |
Communication and network equipment |
25% Straight Line |
Fixture and fittings |
25% Straight Line |
Dark Fibre |
6.67% Straight Line |
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Financial instruments
Classification
Recognition and measurement
Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period, financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate.
Impairment
Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period, financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate.
Turnover |
The analysis of the group's turnover for the year from continuing operations is as follows:
2023 |
2022 |
|
Rendering of services |
|
|
Grants received |
|
|
|
|
Operating loss |
Arrived at after charging/(crediting)
2023 |
2022 |
|
Depreciation expense |
|
|
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Other interest receivable and similar income |
2023 |
2022 |
|
Interest income on bank deposits |
|
- |
Other finance income |
|
- |
|
- |
Interest payable and similar expenses |
2023 |
2022 |
|
Foreign exchange gains |
|
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
2023 |
2022 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Other short-term employee benefits |
|
- |
Pension costs, defined contribution scheme |
|
|
Other employee expense |
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
2023 |
2022 |
|
Administration and support |
|
|
Sales |
|
|
Other departments |
|
|
|
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
2023 |
2022 |
|
Remuneration |
|
|
Contributions paid to money purchase schemes |
|
|
451,465 |
456,699 |
Taxation |
Tax charged/(credited) in the consolidated profit and loss account
2023 |
2022 |
|
Current taxation |
||
UK corporation tax |
( |
( |
Deferred taxation |
||
Arising from origination and reversal of timing differences |
( |
|
Tax receipt in the income statement |
( |
( |
Deferred tax
Group
Company
Tangible assets |
Group
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Furniture, fittings and equipment |
Other tangible assets |
Total |
|
Cost or valuation |
|||
At 1 April 2022 |
|
|
|
Additions |
- |
|
|
At 31 March 2023 |
|
|
|
Depreciation |
|||
At 1 April 2022 |
|
|
|
Charge for the year |
|
|
|
At 31 March 2023 |
|
|
|
Carrying amount |
|||
At 31 March 2023 |
|
|
|
At 31 March 2022 |
|
|
|
Company
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Furniture, fittings and equipment |
Other tangible assets |
Total |
|
Cost or valuation |
|||
At 1 April 2022 |
|
|
|
Additions |
- |
|
|
At 31 March 2023 |
|
|
|
Depreciation |
|||
At 1 April 2022 |
|
|
|
Charge for the year |
|
|
|
At 31 March 2023 |
|
|
|
Carrying amount |
|||
At 31 March 2023 |
|
|
|
At 31 March 2022 |
|
|
|
Stocks |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Other inventories |
|
|
|
|
Group
Company
Debtors |
Group |
Company |
||||
Current |
Note |
2023 |
2022 |
2023 |
2022 |
Trade debtors |
|
|
- |
- |
|
Amounts owed by related parties |
- |
- |
|
|
|
Other debtors |
|
|
|
|
|
Prepayments |
|
|
|
- |
|
Accrued income |
|
- |
- |
- |
|
Income tax asset |
|
|
|
|
|
|
|
|
|
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Cash and cash equivalents |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Cash at bank |
|
|
|
|
Creditors |
Group |
Company |
||||
Note |
2023 |
2022 |
2023 |
2022 |
|
Due within one year |
|||||
Trade creditors |
|
|
|
|
|
Amounts due to related parties |
|
|
|
|
|
Social security and other taxes |
|
|
|
|
|
Outstanding defined contribution pension costs |
|
|
|
|
|
Other payables |
|
|
|
|
|
Gross amount due to customers for contract work |
|
|
- |
- |
|
|
|
|
|
||
Due after one year |
|||||
Loans and borrowings |
|
|
|
|
|
Other non-current financial liabilities |
|
|
- |
- |
|
5,479,856 |
5,496,313 |
5,425,000 |
5,425,000 |
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
Contributions totalling £
Share capital |
Allotted, called up and fully paid shares
2023 |
2022 |
|||
No. |
£ |
No. |
£ |
|
|
- |
- |
- |
- |
|
- |
- |
- |
- |
- |
- |
- |
- |
Allotted, called up and not fully paid shares
2023 |
2022 |
|||
No. |
£ |
No. |
£ |
|
|
|
169.95 |
|
169.95 |
|
|
30.00 |
|
30.00 |
|
200 |
|
200 |
Loans and borrowings |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Non-current loans and borrowings |
||||
Shareholders Loan |
|
|
|
|
Commitments |
Company
Other financial commitments
Ontix Infrastructure Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2023
The total amount of other financial commitments not provided in the financial statements was £
Related party transactions |
Company
Ontix Infrastructure Holdings Limited is the parent company of the following entities:
10795153 Ontix Sites No. 1 Limited 100% owned
12454949 Ontix Sites No. 2 Limited 100% owned
12453078 Ontix Trading Limited 100% owned
Loans from related parties
2023 |
Other related parties |
Total |
At start of period |
|
|
Repaid |
( |
( |
At end of period |
|
|
|
2022 |
Other related parties |
Total |
At start of period |
|
|
At end of period |
|
|
|