REGISTERED NUMBER: 12495150 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 |
FOR |
FLAT ROCK HOLDINGS LIMITED |
REGISTERED NUMBER: 12495150 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 |
FOR |
FLAT ROCK HOLDINGS LIMITED |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 5 |
Consolidated Income Statement | 9 |
Consolidated Other Comprehensive Income | 10 |
Consolidated Balance Sheet | 11 |
Company Balance Sheet | 12 |
Consolidated Statement of Changes in Equity | 13 |
Company Statement of Changes in Equity | 14 |
Consolidated Cash Flow Statement | 15 |
Notes to the Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Financial Statements | 18 |
FLAT ROCK HOLDINGS LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 30 JUNE 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Llys Deri |
Parc Pensarn |
Carmarthen |
Carmarthenshire |
SA31 2NF |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 30 JUNE 2023 |
The directors present their strategic report of the company and the group for the year ended 30 June 2023. |
REVIEW OF BUSINESS |
The Group companies continue to trade within the hospitality sector with income generated from hotel accommodation, restaurant and spa facilities. The Cliff Hotel & Spa generates the material sales income with over 80 available rooms and numerous bars and restaurant areas which cater for large events such as weddings as well as holiday accommodation. |
Visitor numbers continued to increase through this trading year but customers demanded more for their money given the economic downturn and this forced margins to be reviewed and amended, dictated by market conditions. Room rates ranged from £99 per night B&B to £350 per night B&B and were reduced to maintain high occupancy levels of circa 83.5%. However, the food and beverage margins and sales were adjusted upwards slightly to compensate for this. |
Capital expenditure and improvements of the hotel establishments were reviewed at the beginning of the year and the planning of work to be done was brought forward to ensure full advantage was taken of the generous Super Deduction Allowances given by the Government to encourage investment. All work was standard improvement of the hotel premises while full refurbishment of some of the rooms was planned for future years. |
The Group maintained the same suppliers in the main but, as prices increased due to inflationary pressures, it was important to monitor any changes and renegotiate as and when required, to maintain margins in the F&B section in particular. |
Staffing pressures remained high due to post-COVID effects but by the end of the financial year the pressures had eased and costly agency staff were not relied upon to fill any labour gap. The recruitment of a small group of overseas staff stabilised the local workforce and made the management of peak season easier. As recruitment difficulties continue to ease, it is hoped that the coming year will see wages costs plateau or reduce slightly given the made efficiencies made by not employing agency staff. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The principal risks facing the Group mirror most of the businesses in the same sector and the economy as a whole. Inflation and interest rate increases have proved difficult to navigate in hospitality as domestic disposable income reduced significantly. Visitor numbers have been extremely pleasing given the economic downturn and maintaining these are paramount. |
With inflation and interest hikes also affecting others in the supply chain, as well as global difficulties such as war and reductions in supply, it is important to monitor prices and availability of staffing and goods. Any purchasing and staffing policy has to be adapted in real time to ensure any adverse consequences are kept ot a minimum. |
ON BEHALF OF THE BOARD: |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 JUNE 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 30 June 2023. |
DIVIDENDS |
Interim dividends per share were paid as follows: |
Ordinary £1 A share |
£25,000 - 31 December 2022 |
Ordinary £1 B share |
£25,000 - 31 December 2022 |
The directors recommend that no final dividend be paid on these shares. |
No interim nor final dividend was paid on the £1 ordinary shares. |
The total distribution of dividends for the year ended 30 June 2023 was £50,000. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 July 2022 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group 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 the group 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 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group'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 group's auditors are aware of that information. |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 JUNE 2023 |
AUDITORS |
The auditors, LHP Auditors, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
FLAT ROCK HOLDINGS LIMITED |
Opinion |
We have audited the financial statements of Flat Rock Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 30 June 2023 and of the group's 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 group 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 group's and the parent 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 Group 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 Group 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 Group 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 |
FLAT ROCK HOLDINGS LIMITED |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
FLAT ROCK 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council's website, to detect material misstatements in respect of irregularities, including fraud. |
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud. |
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included: |
- Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud; |
- Reviewing minutes of meetings of those charged with governance; |
- Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection; |
- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; |
- Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course course of business and reviewing accounting estimates for indicators of potential bias. |
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. |
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 |
FLAT ROCK HOLDINGS 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. |
for and on behalf of |
Llys Deri |
Parc Pensarn |
Carmarthen |
Carmarthenshire |
SA31 2NF |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
CONSOLIDATED INCOME STATEMENT |
FOR THE YEAR ENDED 30 JUNE 2023 |
30.6.23 | 30.6.22 |
Notes | £ | £ |
TURNOVER | 3 | 7,996,988 | 7,442,496 |
Cost of sales | 1,575,129 | 1,393,409 |
GROSS PROFIT | 6,421,859 | 6,049,087 |
Administrative expenses | 4,887,679 | 4,476,374 |
1,534,180 | 1,572,713 |
Other operating income | 4 | 120,200 | 101,353 |
OPERATING PROFIT | 6 | 1,654,380 | 1,674,066 |
Interest payable and similar expenses | 7 | 210,420 | 105,098 |
PROFIT BEFORE TAXATION | 1,443,960 | 1,568,968 |
Tax on profit | 8 | 287,071 | 271,414 |
PROFIT FOR THE FINANCIAL YEAR |
Profit attributable to: |
Owners of the parent | 1,156,889 | 1,297,554 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
CONSOLIDATED OTHER COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 30 JUNE 2023 |
30.6.23 | 30.6.22 |
Notes | £ | £ |
PROFIT FOR THE YEAR | 1,156,889 | 1,297,554 |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
1,156,889 |
1,297,554 |
Total comprehensive income attributable to: |
Owners of the parent | 1,156,889 | 1,297,554 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
CONSOLIDATED BALANCE SHEET |
30 JUNE 2023 |
30.6.23 | 30.6.22 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 | 10,000 | 25,000 |
Tangible assets | 12 | 8,991,380 | 8,158,258 |
Investments | 13 | - | - |
9,001,380 | 8,183,258 |
CURRENT ASSETS |
Stocks | 14 | 115,237 | 50,269 |
Debtors | 15 | 3,347,782 | 2,127,507 |
Cash at bank and in hand | (44,865 | ) | 243,533 |
3,418,154 | 2,421,309 |
CREDITORS |
Amounts falling due within one year | 17 | 3,196,822 | 2,764,332 |
NET CURRENT ASSETS/(LIABILITIES) | 221,332 | (343,023 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
9,222,712 |
7,840,235 |
CREDITORS |
Amounts falling due after more than one year |
18 |
(3,453,954 |
) |
(3,178,994 |
) |
PROVISIONS FOR LIABILITIES | 21 | (342,362 | ) | (338,822 | ) |
ACCRUALS AND DEFERRED INCOME | 22 | (18,200 | ) | (21,112 | ) |
NET ASSETS | 5,408,196 | 4,301,307 |
CAPITAL AND RESERVES |
Called up share capital | 23 | 102 | 102 |
Retained earnings | 24 | 5,408,094 | 4,301,205 |
SHAREHOLDERS' FUNDS | 5,408,196 | 4,301,307 |
The financial statements were approved by the Board of Directors and authorised for issue on 23 January 2024 and were signed on its behalf by: |
L W Jones - Director |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
COMPANY BALANCE SHEET |
30 JUNE 2023 |
30.6.23 | 30.6.22 |
Notes | £ | £ |
CURRENT ASSETS |
Debtors | 15 |
Investments | 16 |
CREDITORS |
Amounts falling due within one year | 17 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 23 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 50,000 | 250,000 |
The financial statements were approved by the Board of Directors and authorised for issue on |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 JUNE 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 July 2021 | 102 | 3,253,651 | 3,253,753 |
Changes in equity |
Dividends | - | (250,000 | ) | (250,000 | ) |
Total comprehensive income | - | 1,297,554 | 1,297,554 |
Balance at 30 June 2022 | 102 | 4,301,205 | 4,301,307 |
Changes in equity |
Dividends | - | (50,000 | ) | (50,000 | ) |
Total comprehensive income | - | 1,156,889 | 1,156,889 |
Balance at 30 June 2023 | 102 | 5,408,094 | 5,408,196 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 JUNE 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 July 2021 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 30 June 2022 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 30 June 2023 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 30 JUNE 2023 |
30.6.23 | 30.6.22 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 867,906 | 1,177,338 |
Interest paid | (210,420 | ) | (102,782 | ) |
Interest element of hire purchase or finance lease rental payments paid |
- |
(2,316 |
) |
Tax paid | (181,131 | ) | (80,000 | ) |
Net cash from operating activities | 476,355 | 992,240 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (1,134,569 | ) | (2,538,334 | ) |
Sale of tangible fixed assets | - | 51,900 |
Net cash from investing activities | (1,134,569 | ) | (2,486,434 | ) |
Cash flows from financing activities |
New loans in year | 650,000 | 1,800,000 |
Loan repayments in year | (369,063 | ) | (511,451 | ) |
Capital repayments in year | - | (14,564 | ) |
Amount introduced by directors | 270,000 | 250,000 |
Amount withdrawn by directors | (194,470 | ) | (193,230 | ) |
Equity dividends paid | (50,000 | ) | (250,000 | ) |
Net cash from financing activities | 306,467 | 1,080,755 |
Decrease in cash and cash equivalents | (351,747 | ) | (413,439 | ) |
Cash and cash equivalents at beginning of year |
2 |
243,533 |
656,972 |
Cash and cash equivalents at end of year | 2 | (108,214 | ) | 243,533 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 30 JUNE 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
30.6.23 | 30.6.22 |
£ | £ |
Profit before taxation | 1,443,960 | 1,568,968 |
Depreciation charges | 316,447 | 295,836 |
Loss/(profit) on disposal of fixed assets | 2,630 | (28,293 | ) |
Government grants | (2,912 | ) | (3,426 | ) |
Finance costs | 210,420 | 105,098 |
1,970,545 | 1,938,183 |
(Increase)/decrease in stocks | (64,968 | ) | 7,620 |
Increase in trade and other debtors | (1,220,275 | ) | (1,038,228 | ) |
Increase in trade and other creditors | 182,604 | 269,763 |
Cash generated from operations | 867,906 | 1,177,338 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 30 June 2023 |
30.6.23 | 1.7.22 |
£ | £ |
Cash and cash equivalents | (44,865 | ) | 243,533 |
Bank overdrafts | (63,349 | ) | - |
(108,214 | ) | 243,533 |
Year ended 30 June 2022 |
30.6.22 | 1.7.21 |
£ | £ |
Cash and cash equivalents | 243,533 | 656,972 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 30 JUNE 2023 |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 1.7.22 | Cash flow | At 30.6.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 243,533 | (288,398 | ) | (44,865 | ) |
Bank overdrafts | - | (63,349 | ) | (63,349 | ) |
243,533 | (351,747 | ) | (108,214 | ) |
Debt |
Debts falling due within 1 year | (361,368 | ) | (5,976 | ) | (367,344 | ) |
Debts falling due after 1 year | (3,178,994 | ) | (274,960 | ) | (3,453,954 | ) |
(3,540,362 | ) | (280,936 | ) | (3,821,298 | ) |
Total | (3,296,829 | ) | (632,683 | ) | (3,929,512 | ) |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2023 |
1. | STATUTORY INFORMATION |
Flat Rock Holdings Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings made up to 30 June 2023. |
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. |
Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group's accounting policies when preparing the consolidated financial statements. |
Any subsidiary undertaking or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively. |
All intra-group transactions, balances, income and expenses are eliminated on consolidation. Adjustments are made to eliminate the profit or loss arising on transactions with associates to the extent of the group's interest in the entity. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Goodwill |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Freehold property | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
2. | ACCOUNTING POLICIES - continued |
Government grants |
Government grants received on capital expenditure are initially recognised within deferred income on the Balance Sheet and are subsequently recognised in the profit or loss on a systematic basis over the useful life of the related capital expenditure. |
Grants for revenue expenditure are presented as part of the profit or loss in the periods in which the expenditure is recognised. |
Stocks |
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Costs are based on the method most appropriate to the type of item but usually on a First In First Out basis (FIFO). |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated 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 |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
30.6.23 | 30.6.22 |
£ | £ |
Accommodation | 2,751,626 | 2,974,855 |
Food and beverage | 4,534,557 | 4,255,380 |
Other sales | 710,805 | 212,261 |
7,996,988 | 7,442,496 |
4. | OTHER OPERATING INCOME |
30.6.23 | 30.6.22 |
£ | £ |
Rents received | 64,468 | 14,920 |
Sundry receipts | 52,820 | 67,602 |
Government grants | 2,912 | 18,831 |
120,200 | 101,353 |
Government grants, as included in the above note, include capital expenditure grant release in relation to a project developing the bar and restaurant area in 2014 while the balance consisted of the final amounts of COVID assistance to assist with working capital through the pandemic difficulties. |
5. | EMPLOYEES AND DIRECTORS |
30.6.23 | 30.6.22 |
£ | £ |
Wages and salaries | 2,649,357 | 2,300,184 |
Social security costs | 193,857 | 158,956 |
Other pension costs | 56,209 | 40,426 |
2,899,423 | 2,499,566 |
The average number of employees during the year was as follows: |
30.6.23 | 30.6.22 |
Accounts and administration | 6 | 6 |
Management | 7 | 7 |
Hotel staff | 154 | 162 |
The average number of employees by undertakings that were proportionately consolidated during the year was 167 (2022 - 175 ) . |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
5. | EMPLOYEES AND DIRECTORS - continued |
30.6.23 | 30.6.22 |
£ | £ |
Directors' remuneration | 38,750 | 30,000 |
Directors' pension contributions to money purchase schemes | 665 | 3,603 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 2 | 2 |
6. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
30.6.23 | 30.6.22 |
£ | £ |
Hire of plant and machinery | 41,383 | 48,730 |
Depreciation - owned assets | 301,447 | 280,836 |
Loss/(profit) on disposal of fixed assets | 2,630 | (28,293 | ) |
Goodwill amortisation | 15,000 | 15,000 |
Auditors' remuneration | 10,700 | 10,000 |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
30.6.23 | 30.6.22 |
£ | £ |
Bank loan interest | 203,381 | 102,782 |
Other interest charged | 7,039 | - |
Hire purchase | - | 2,316 |
210,420 | 105,098 |
8. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
30.6.23 | 30.6.22 |
£ | £ |
Current tax: |
UK corporation tax | 283,531 | 203,766 |
Deferred tax | 3,540 | 67,648 |
Tax on profit | 287,071 | 271,414 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
8. | TAXATION - continued |
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: |
30.6.23 | 30.6.22 |
£ | £ |
Profit before tax | 1,443,960 | 1,568,968 |
Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2022 - 19 %) |
360,990 |
298,104 |
Effects of: |
Income not taxable for tax purposes | 659 | (5,376 | ) |
Capital allowances in excess of depreciation | (14,539 | ) | (88,962 | ) |
Accelerated capital allowances at 25% (2022 25%) | 3,540 | 1,491 |
Accelerated capital allowances at 19% (2022 19%) | - | 66,157 |
Change in tax rates | (63,579 | ) | - |
Total tax charge | 287,071 | 271,414 |
9. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
10. | DIVIDENDS |
30.6.23 | 30.6.22 |
£ | £ |
Ordinary A share of £1 |
Interim | 25,000 | 125,000 |
Ordinary B share of £1 |
Interim | 25,000 | 125,000 |
50,000 | 250,000 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
11. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1 July 2022 |
and 30 June 2023 | 150,001 |
AMORTISATION |
At 1 July 2022 | 125,001 |
Amortisation for year | 15,000 |
At 30 June 2023 | 140,001 |
NET BOOK VALUE |
At 30 June 2023 | 10,000 |
At 30 June 2022 | 25,000 |
12. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Freehold | Plant and | and | Motor |
property | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 July 2022 | 6,529,780 | 1,136,800 | 2,005,323 | 4,000 | 9,675,903 |
Additions | 901,557 | 89,770 | 135,717 | 7,525 | 1,134,569 |
At 30 June 2023 | 7,431,337 | 1,226,570 | 2,141,040 | 11,525 | 10,810,472 |
DEPRECIATION |
At 1 July 2022 | - | 568,391 | 945,254 | 4,000 | 1,517,645 |
Charge for year | - | 98,956 | 200,610 | 1,881 | 301,447 |
At 30 June 2023 | - | 667,347 | 1,145,864 | 5,881 | 1,819,092 |
NET BOOK VALUE |
At 30 June 2023 | 7,431,337 | 559,223 | 995,176 | 5,644 | 8,991,380 |
At 30 June 2022 | 6,529,780 | 568,409 | 1,060,069 | - | 8,158,258 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
13. | FIXED ASSET INVESTMENTS |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Jonsel Management Black Limited |
Registered office: The Gwbert Hotel, Gwbert On Sea, Cardigan SA43 1PP |
Nature of business: Hotel and restaurant |
% |
Class of shares: | holding |
Ordinary | 100.00 |
30.6.23 | 30.6.22 |
£ | £ |
Aggregate capital and reserves | 4,676,078 | 3,658,017 |
Profit for the year | 1,067,903 | 1,254,264 |
Jonsel Management Black Limited has claimed exemption from audit of its accounts for the year ended 30 June 2023 under section 479a of the Companies Act 2006. |
Jonsel Management Fishguard Ltd |
Registered office: The Gwbert Hotel, Gwbert On Sea, Cardigan SA43 1PP |
Nature of business: dormant-dissolved 30/5/2023 |
% |
Class of shares: | holding |
Ordinary | 100.00 |
30.6.23 | 30.6.22 |
£ | £ |
Aggregate capital and reserves | - | 100 |
Jonsel (Aberaeron) Ltd |
Registered office: The Gwbert Hotel, Gwbert On Sea, Cardigan SA43 1PP |
Nature of business: Hotel and restaurant |
% |
Class of shares: | holding |
Ordinary | 100.00 |
30.6.23 | 30.6.22 |
£ | £ |
Aggregate capital and reserves | 132,218 | 43,232 |
Profit for the year | 132,611 | 109,289 |
Jonsel (Aberaeron) Limited has claimed exemption from audit of its accounts for the period ended 30 June 2023 under section 479a of the Companies Act 2006. |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
13. | FIXED ASSET INVESTMENTS - continued |
Jonsel Construction Ltd |
Registered office: The Gwbert Hotel, Gwbert On Sea, Cardigan SA43 1PP |
Nature of business: dormant |
% |
Class of shares: | holding |
Ordinary | 100.00 |
30.6.23 |
£ |
Aggregate capital and reserves | 100 |
14. | STOCKS |
Group |
30.6.23 | 30.6.22 |
£ | £ |
Stocks | - | 1 |
Raw materials | 107,906 | 39,869 |
Finished goods | 7,331 | 10,399 |
115,237 | 50,269 |
15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
30.6.23 | 30.6.22 | 30.6.23 | 30.6.22 |
£ | £ | £ | £ |
Trade debtors | 47,570 | 16,865 |
Other debtors | 223,637 | 20,472 |
Amount owed by related parties | 3,071,502 | 2,077,985 | - | - |
Called up share capital not paid | 102 | 102 |
Prepayments | 4,971 | 12,083 |
3,347,782 | 2,127,507 |
16. | CURRENT ASSET INVESTMENTS |
Company |
30.6.23 | 30.6.22 |
£ | £ |
Shares in group undertakings |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
30.6.23 | 30.6.22 | 30.6.23 | 30.6.22 |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 19) | 430,693 | 361,368 |
Trade creditors | 368,524 | 378,814 |
Tax | 411,817 | 309,417 |
Social security and other taxes | 45,861 | 50,588 |
VAT | 379,801 | 249,886 | - | - |
Other creditors | 1,223,886 | 1,075,137 |
Amount owed to related parties | 163,244 | 208,717 | - | - |
Directors' current accounts | 82,468 | 7,219 | - | - |
Accrued expenses | 90,528 | 123,186 |
3,196,822 | 2,764,332 |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
30.6.23 | 30.6.22 |
£ | £ |
Bank loans (see note 19) | 3,453,954 | 3,178,994 |
19. | LOANS |
An analysis of the maturity of loans is given below: |
Group |
30.6.23 | 30.6.22 |
£ | £ |
Amounts falling due within one year or on | demand: |
Bank overdrafts | 63,349 | - |
Bank loans | 367,344 | 361,368 |
430,693 | 361,368 |
Amounts falling due between one and two | years: |
Bank loans - 1-2 years | 367,344 | 361,368 |
Amounts falling due between two and five | years: |
Bank loans - 2-5 years | 820,282 | 936,604 |
Amounts falling due in more than five years: |
Repayable by instalments |
Bank loans more 5 yr by instal | 2,266,328 | 1,881,022 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
19. | LOANS - continued |
The Group have a pound sterling CBILS loan advanced by HSBC Bank PLC outstanding. This loan will be fully repaid in May 2026 and the interest rate is currently charged at 8.99%.The remaining balance as at the Balance Sheet date was £453,250. |
There are also four mortgages outstanding as at 30 June 2023 advanced by HSBC Bank PLC, with current interest rates of between 7.2% and 7.6% charged. These mortgage balances are as follows (in pound sterling), together with date of full repayment: |
- £1,672,920 fully repaid by October 2037 |
- £1,060,551 fully repaid by October 2029 |
- £340,632 fully repaid by October 2032 |
- £293,945 fully repaid by December 2032 |
20. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
30.6.23 | 30.6.22 |
£ | £ |
Bank overdraft | 63,349 | - |
Bank loans | 3,821,298 | 3,540,362 |
3,884,647 | 3,540,362 |
HSBC Bank PLC hold a charge over the property known as The Cliff Hotel dated 1 November 2019 together with a fixed and floating charge over the company's assets dated 23 October 2019. |
HSBC Bank PLC hold a fixed and floating charge over the assets of the company dated 19 October 2021 and also hold a fixed charge over The Harbourmaster Hotel, Aberaeron dated 1 November 2021. |
21. | PROVISIONS FOR LIABILITIES |
Group |
30.6.23 | 30.6.22 |
£ | £ |
Deferred tax | 342,362 | 338,822 |
Group |
Deferred |
tax |
£ |
Balance at 1 July 2022 | 338,822 |
Provided during year | 3,540 |
Balance at 30 June 2023 | 342,362 |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
22. | ACCRUALS AND DEFERRED INCOME |
Group |
30.6.23 | 30.6.22 |
£ | £ |
Deferred government grants | 18,200 | 21,112 |
23. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 30.6.23 | 30.6.22 |
value: | £ | £ |
Ordinary | £1 | 100 | 100 |
Ordinary A | £1 | 1 | 1 |
Ordinary B | £1 | 1 | 1 |
102 | 102 |
There are 3 classes of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital. |
24. | RESERVES |
Group |
Retained |
earnings |
£ |
At 1 July 2022 | 4,301,205 |
Profit for the year | 1,156,889 |
Dividends | (50,000 | ) |
At 30 June 2023 | 5,408,094 |
25. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
The following advances and credits to directors subsisted during the years ended 30 June 2023 and 30 June 2022: |
30.6.23 | 30.6.22 |
£ | £ |
L W Jones and Mrs L Jones |
Balance outstanding at start of year | - | - |
Amounts advanced | 50,000 | 250,000 |
Amounts repaid | (50,000 | ) | (250,000 | ) |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year | - | - |
No amounts were written off in the period relating to Directors' loan balances and no interest was charged for any outstanding balances. |
FLAT ROCK HOLDINGS LIMITED (REGISTERED NUMBER: 12495150) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
26. | 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. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
Entities with control, joint control or significant influence over the entity |
30.6.23 | 30.6.22 |
£ | £ |
Sales | 36,998 | 33,045 |
Purchases | 58,072 | 130,938 |
Amount due from related party | 3,070,829 | 2,357,279 |
Amount due to related party | 163,243 | 1,088,011 |
Jonsel Ltd, The Anchor Hotel (Gwbert) Ltd and Jonsel Management Ltd are all related party entities due to their common control. |
During the year, a total of key management personnel compensation of £ 94,240 (2022 - £ 71,000 ) was paid. |
27. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is L W Jones. |