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Dawnay Holdings PLC

Annual Report and Financial Statements

for the Year Ended 30 June 2023

 

Dawnay Holdings PLC

Contents

Company Information

1

Directors' Report

2 to 3

Independent Auditor's Report

4 to 8

(Incorporating the Statement of Income and Retained Earnings)

9

Balance Sheet

10

Statement of Cash Flows

11

Notes to the Financial Statements

12 to 16

 

Dawnay Holdings PLC

Company Information


 

Directors

Mrs A C McMullan

Mr E B McMullan


 

Registered office

16 Acfold Road
London
SW6 2AL


 

Auditors

Lambert Roper & Horsfield Limited
Chartered Accountants & Statutory Auditors
First Floor
Rosemount House
Huddersfield Road
Elland
West Yorkshire
HX5 0EE

 

Dawnay Holdings PLC

Directors' Report

for the Year Ended 30 June 2023

The directors present their report and the financial statements for the year ended 30 June 2023.

Directors of the company

The directors who held office during the year were as follows:

Mrs A C McMullan

Mr E B McMullan

Principal activity

The principal activity of the company is that of an investment company and the provision of management services.

 

Dawnay Holdings PLC

Directors' Report

for the Year Ended 30 June 2023 (continued)

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, Directors’ Report and the financial statements in accordance with applicable law and regulations.
 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom 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 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.

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Approved and authorised by the Board on 27 October 2023 and signed on its behalf by:
 

.........................................
Mr E B McMullan
Director

 

Dawnay Holdings PLC

Independent Auditor's Report to the Members of Dawnay Holdings PLC

Opinion

We have audited the financial statements of Dawnay Holdings PLC (the 'company') for the year ended 30 June 2023, which comprise the (Incorporating the Statement of Income and Retained Earnings), Balance Sheet, Statement of Cash Flows, 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 30 June 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 Auditor’s 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 director's 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 original financial statements were 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.

 

Dawnay Holdings PLC

Independent Auditor's Report to the Members of Dawnay Holdings PLC (continued)

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements or a material misstatement of the other information. 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Directors' Report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.

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 3], 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 is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

Dawnay Holdings PLC

Independent Auditor's Report to the Members of Dawnay Holdings PLC (continued)

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 cease operations, or have no realistic alternative but to do so.

Auditor's 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 an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant are those that relate to:
i) Laws and regulations generally recognized to have a direct effect on the determination of material amounts and disclosures in the financial statements:
• The financial operating framework FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland
• The Companies Act 2006
• Tax legislations - various
We assessed the risks of material misstatement in respect of fraud through:
i) enquiries with management
ii) the audit team initial discussions on fraud to identify particular areas that were susceptible to misstatement

 

Dawnay Holdings PLC

Independent Auditor's Report to the Members of Dawnay Holdings PLC (continued)

Based on the results of our risk assessment we designed our audit procedures to identify non-compliance with such laws and regulations identified above.

The audit team was assessed to have the appropriate competence and capability to identify or recognise non-compliance with laws and regulation.

Our approach to understanding the company’s policies and procedures for compliance with those laws and regulations and to gaining an understanding of how instances of non-compliance with laws and regulations or knowledge of actual, suspected, or alleged fraud is documented was via enquiry with management.

We corroborated our enquiries through:
i) review of correspondence with HMRC and Companies House (and their respective websites)
ii) review of relevant regulatory websites
iii) review of signed agreements / contracts

Based on the results of our risk assessment we designed our audit procedures to identify and to address material misstatements in relation to fraud. The audit tests implemented involved checks with compliance on various company and employment laws and regulations.


We considered the risk of fraud through management override and, in response, we incorporated testing of manual journal entries and accounting estimates into our audit approach. Any unusual transactions were investigated further and relevant documentary evidence obtained where deemed necessary.

We considered the risk of fraud through the selection and application of accounting policies by the company, particularly those related to subjective measurements and complex transactions, which may be indicative of fraudulent financial reporting resulting from management’s effort to manage earnings. In response, in our audit approach we reviewed the application of accounting policies, in particular those associated with accounting estimates, for reasonableness and correct application within the financial statements.

Based on our approach and procedures in place explained above, we can provide reasonable assurance that any irregularities, including fraud, would likely be detected. 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 irregularities.
 

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

Dawnay Holdings PLC

Independent Auditor's Report to the Members of Dawnay Holdings PLC (continued)

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 an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

......................................
Nicholas Frost BSc FCA (Senior Statutory Auditor)
For and on behalf of Lambert Roper & Horsfield Limited, Statutory Auditor

First Floor
Rosemount House
Huddersfield Road
Elland
West Yorkshire
HX5 0EE

27 October 2023

 

Dawnay Holdings PLC

Profit and Loss Account
(Incorporating the Statement of Income and Retained Earnings)

for the Year Ended 30 June 2023

Note

2023
£

2022
£

Turnover

3

396,364

626,912

Administrative expenses

 

(194,764)

(162,543)

Operating profit

201,600

464,369

Profit before tax

 

201,600

464,369

Taxation

6

-

(38,156)

Profit for the financial year

 

201,600

426,213

Retained earnings brought forward

 

(386,606)

(812,818)

Retained earnings carried forward

 

(185,006)

(386,605)

 

Dawnay Holdings PLC

Balance Sheet

as at 30 June 2023

Note

2023
£

2022
£

Fixed assets

 

Investment property

7

2,100,000

2,100,000

Investments

8

700,852

700,852

 

2,800,852

2,800,852

Current assets

 

Stocks

9

93,287

-

Debtors

10

409,749

566,350

Cash at bank and in hand

 

300,533

9,012

 

803,569

575,362

Creditors: Amounts falling due within one year

12

(475,558)

(448,950)

Net current assets

 

328,011

126,412

Total assets less current liabilities

 

3,128,863

2,927,264

Creditors: Amounts falling due after more than one year

12

(500,000)

(500,000)

Provisions for liabilities

13

(158,983)

(158,983)

Net assets

 

2,469,880

2,268,281

Capital and reserves

 

Called up share capital

1,500,000

1,500,000

Revaluation reserve

1,154,886

1,154,886

Profit and loss account

(185,006)

(386,605)

Total equity

 

2,469,880

2,268,281

Approved and authorised by the Board on 27 October 2023 and signed on its behalf by:
 

.........................................
Mr E B McMullan
Director

(Registration number: 00461572)

 

Dawnay Holdings PLC

Statement of Cash Flows

for the Year Ended 30 June 2023

Note

2023
£

2022
£

Cash flows from operating activities

Profit for the year

 

201,600

426,213

Adjustments to cash flows from non-cash items

 

Income tax expense

6

-

38,156

 

201,600

464,369

Working capital adjustments

 

Increase in stocks

9

(93,287)

-

Decrease/(increase) in trade debtors

10

156,601

(424,371)

Increase/(decrease) in trade creditors

12

26,608

(50,590)

Net cash flow from operating activities

 

291,522

(10,592)

Net increase/(decrease) in cash and cash equivalents

 

291,522

(10,592)

Cash and cash equivalents at 1 July

 

9,012

19,603

Cash and cash equivalents at 30 June

 

300,534

9,011

 

Dawnay Holdings PLC

Notes to the Financial Statements

for the Year Ended 30 June 2023

1

General information

The company is a public company limited by share capital, incorporated in England.

The address of its registered office is:
16 Acfold Road
London
SW6 2AL

2

Accounting policies

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.

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.

Exemption from preparing group accounts

The company has taken advantage of the exemption in section 398 of the Companies Act 2006 from the requirement to prepare consolidated financial statements, on the grounds that it is a small sized group.

Revenue recognition

Turnover represents the amounts derived from rents charged to tenants during the year, the amounts derived from the provision of management services, and from the dividends received from investments in associated undertakings.

 

Dawnay Holdings PLC

Notes to the Financial Statements

for the Year Ended 30 June 2023 (continued)

2

Accounting policies (continued)

Tax

The tax expense for the period comprises 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.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probably 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.

Investment property

Investment property is carried at fair value with any surplus or deficit transfered to the revaluation reserve.

Investments

Investments in associated undertakings are stated at cost. Any impairment losses would be shown within the profit and loss account.

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.

3

Turnover

The analysis of the company's Turnover for the year from continuing operations is as follows:

 

Dawnay Holdings PLC

Notes to the Financial Statements

for the Year Ended 30 June 2023 (continued)

3

Turnover (continued)

2023
£

2022
£

Rental income

73,319

77,591

Dividends received

323,045

549,321

396,364

626,912

4

Staff costs

The average number of persons employed by the company (including directors) during the year was 0 (2022 - 0).

5

Auditors' remuneration

2023
£

2022
£

Audit of the financial statements

1,200

1,200


 

6

Taxation

Tax charged/(credited) in the profit and loss account

2023
£

2022
£

Deferred taxation

Arising from origination and reversal of timing differences

-

38,156

There is no corporation tax in the year (2021: nil)

7

Investment properties

2023
£

2022
£

Investment property

2,100,000

2,100,000

The above property has been valued by the directors in 2011, after consultation with professional advisors.

 

Dawnay Holdings PLC

Notes to the Financial Statements

for the Year Ended 30 June 2023 (continued)

8

Investments in subsidiaries, joint ventures and associates

2023
£

2022
£

Investments in associated undertakings

700,852

700,852

Associates

£

Cost

At 1 July 2022

700,852

Provision

Carrying amount

At 30 June 2023

700,852

At 30 June 2022

700,852

Details of undertakings

Undertaking

Holding

Proportion of voting rights and shares held

     

2023

2022

Subsidiary undertakings

Chiltern Concrete and Stone Limited

Ordinary shares

50%

50%

Chiltern Building Products Limited

Ordinary shares

45%

45%

Kingstone Products Limited

Ordinary shares

33%

33%


The shares in the associated undertakings are stated at cost.

9

Stocks

2023
£

2022
£

Other inventories

93,287

-

 

Dawnay Holdings PLC

Notes to the Financial Statements

for the Year Ended 30 June 2023 (continued)

10

Debtors

Current

Note

2023
£

2022
£

Amounts owed by related parties

357,206

477,070

Other debtors

 

52,543

89,280

 

409,749

566,350

11

Cash and cash equivalents

2023
£

2022
£

Cash at bank

300,533

9,012

12

Creditors

2023
£

2022
£

Due within one year

Other payables

447,750

447,750

Accruals and deferred income

27,808

1,200

475,558

448,950

Due after one year

3.15% cumulative preference stock

500,000

500,000


By agreement of the shareholders, no dividend has been paid or accrued in respect of the preference shares in the year (2021: Nil).

13

Provisions for liabilities

Deferred tax
£

Total
£

At 1 July 2022

158,983

158,983

At 30 June 2023

158,983

158,983