Company Registration No. 13956742 (England and Wales)
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2022
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
COMPANY INFORMATION
Director
K S Hick
(Appointed 5 March 2022)
Company number
13956742
Registered office
Larkfleet House
Southfields Business Park
Bourne
England
United Kingdom
PE10 0FF
Auditor
TC Group
Brightfield Business Hub
Bakewell Road
Orton Southgate
Peterborough
Cambridgeshire
PE2 6XU
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
CONTENTS
Page
Strategic report
1
Director's report
2
Director's responsibilities statement
3
Independent auditor's report
4 - 7
Group profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10 - 11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 40
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 1 -
The director presents the strategic report for the year ended 30 September 2022.
Fair review of the business
Phoenix Sustainable Investments strategy is to develop and safely manufacture the products needed to address the evolving challenges of climate change, public health, resource scarcity, urbanisation and waste.
The Group has and are continuing to invest in new business opportunities in these markets.
Larkfleet Group and Larkfleet continue to concentrate upon its residuary assets and claims post sale on the 31st October 2021. The Directors are confident these will accrue significant benefits for all stakeholders in the medium and long term.
Principal risks and uncertainties
The principle risks and uncertainty profile of the group revolves around the consideration of the investment strategy and the time required for the repayment of the remaining debtors to the group.
Key performance indicators
2022 2021
Turnover £ 1,757,150 139,106,000
Gross profit margin % 147 20
Profit/ (loss) before tax £ 55,977,218 1,294,923
Financial Instruments
Price risk, credit risk, liquidity risk and cashflow risk
The groups principle financial instruments comprise of bank, trade debtors, trade creditors and loans to the group. The main purpose of the instruments is to finance the group's operations.
K S Hick
Director
3 April 2024
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 2 -
The director presents his annual report and financial statements for the year ended 30 September 2022.
Principal activities
The principal activity of the group was that of property developers, consultants, project managers and energy claims processing up to March 2022. This also involved managing the remaining assets left post sale in 31st October 2021.
The principal activity of the company and group from March 2022 was to develop and safely manufacture the products needed to address the evolving challenges of climate change, public health, resource scarcity, urbanisation and waste. Energy claims continue to be supported and perfected in Larklfeet Group via Larkfleet Ltd.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The director does not recommend payment of a further dividend.
There has been a group reconstruction on the 30 September 2022, this resulted in a new parent company of Larkfleet Group Limited. Therefore the top company is now Phoenix Sustainable Investments Limited in replacement of Larkfleet Group Limited. The group reconstruction has met the requirements to use the merger method of accounting, this means the results for the group have been presented as if the group has always been in place. Phoenix Sustainable Investments Limited entity was incorporated 5 March 2022, so this is its first accounting period however due to merger accounting being used, comparatives have been presented.
Director
The director who held office during the year and up to the date of signature of the financial statements was as follows:
K S Hick
(Appointed 5 March 2022)
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
On behalf of the board
K S Hick
Director
3 April 2024
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 3 -
The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:
select suitable accounting policies and then 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 ;
prepare the on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
- 4 -
Opinion
We have audited the financial statements of Phoenix Sustainable Investments Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2022 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 the parent company's affairs as at 30 September 2022 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.
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 group's and 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 director with respect to going concern are described in the relevant sections of this report.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
- 5 -
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is 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 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 our audit:
the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report have been prepared in accordance with applicable legal requirements.
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 strategic report and the director's 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 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 director
As explained more fully in the director's responsibilities statement, the director is 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 director determines is 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 director is responsible for assessing 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
- 6 -
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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Extent to which the audit was considered capable of detecting irregularities, including fraud
The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.
Our approach was as follows:
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations;
We consider the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;
We consider the nature of the industry, the control environment and business performance, including the key drivers for management's remuneration;
We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;
We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
- 7 -
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified risk. There procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involved intentional concealment, forgery, collusion , omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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.
Mitchell Burden (Senior Statutory Auditor)
For and on behalf of TC Group
3 April 2024
Statutory Auditor
Brightfield Business Hub
Bakewell Road
Orton Southgate
Peterborough
Cambridgeshire
PE2 6XU
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 8 -
2022
2021
Notes
£
£
Turnover
3
1,757,150
139,106,000
Cost of sales
820,673
(112,867,602)
Gross profit
2,577,823
26,238,398
Distribution costs
(78,885)
(58,717)
Administrative expenses
(6,365,643)
(17,274,464)
Other operating income
54,445
80,512
Operating (loss)/profit
4
(3,812,260)
8,985,729
Interest receivable and similar income
7
77,248
153,741
Interest payable and similar expenses
8
(18,992)
(7,185,646)
Other gains and losses
9
59,731,222
(658,901)
Profit before taxation
55,977,218
1,294,923
Tax on profit
10
(16,977)
(1,186,827)
Profit for the financial year
55,960,241
108,096
Profit for the financial year is attributable to:
- Owners of the parent company
55,960,241
(226,553)
- Non-controlling interests
-
334,649
55,960,241
108,096
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 9 -
2022
2021
£
£
Profit for the year
55,960,241
108,096
Other comprehensive income
-
-
Total comprehensive income for the year
55,960,241
108,096
Total comprehensive income for the year is attributable to:
- Owners of the parent company
55,960,241
(226,553)
- Non-controlling interests
-
334,649
55,960,241
108,096
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
GROUP BALANCE SHEET
AS AT
30 SEPTEMBER 2022
30 September 2022
- 10 -
2022
2021
Notes
£
£
£
£
Fixed assets
Goodwill
12
88,384
Other intangible assets
12
2,800,000
Total intangible assets
-
2,888,384
Tangible assets
13
3,036,958
780,986
Investment properties
14
906,000
400,000
Investments
15
2,185,011
550,000
6,127,969
4,619,370
Current assets
Stocks
19
6,338,504
85,410,927
Debtors
20
39,276,585
33,823,585
Cash at bank and in hand
43,431,490
35,947,021
89,046,579
155,181,533
Creditors: amounts falling due within one year
22
(7,302,258)
(127,976,478)
Net current assets
81,744,321
27,205,055
Total assets less current liabilities
87,872,290
31,824,425
Creditors: amounts falling due after more than one year
23
(108,472)
(53,515)
Provisions for liabilities
Deferred tax liability
26
73,937
41,270
(73,937)
(41,270)
Net assets
87,689,881
31,729,640
Capital and reserves
Called up share capital
28
90,190
90,190
Other reserves
87,599,691
31,435,479
Equity attributable to owners of the parent company
87,689,881
31,525,669
Non-controlling interests
-
203,971
87,689,881
31,729,640
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT
30 SEPTEMBER 2022
30 September 2022
- 11 -
The financial statements were approved and signed by the director and authorised for issue on 3 April 2024
03 April 2024
K S Hick
Director
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2022
30 September 2022
- 12 -
2022
2021
Notes
£
£
£
£
Fixed assets
Investments
15
2,275,290
Current assets
Stocks
19
133,553
-
Debtors
20
8,924,706
9,058,259
Creditors: amounts falling due within one year
22
(470,253)
-
Net current assets
8,588,006
-
Net assets
10,863,296
-
Capital and reserves
Called up share capital
28
90,190
Profit and loss reserves
10,773,106
-
Total equity
10,863,296
-
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £10,773,106 (2021 - £0 profit).
The financial statements were approved and signed by the director and authorised for issue on 3 April 2024
03 April 2024
K S Hick
Director
Company Registration No. 13956742
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 13 -
Share capital
Other reserves
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
£
£
£
£
£
£
Balance at 1 October 2020
90,190
31,662,032
31,752,222
(130,678)
31,621,544
Year ended 30 September 2021:
Profit and total comprehensive income for the year
-
-
(226,553)
(226,553)
334,649
108,096
Other movements
-
(226,553)
226,553
-
-
-
Balance at 30 September 2021
90,190
31,435,479
31,525,669
203,971
31,729,640
Year ended 30 September 2022:
Profit and total comprehensive income for the year
-
-
55,960,241
55,960,241
-
55,960,241
Transfers
-
56,164,212
-
56,164,212
-
56,164,212
Disposal of subsidiary
-
-
-
-
(203,971)
(203,971)
Other movements
-
-
(55,960,241)
(55,960,241)
-
(55,960,241)
Balance at 30 September 2022
90,190
87,599,691
87,689,881
87,689,881
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 14 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 October 2020
-
Year ended 30 September 2021:
Profit and total comprehensive income for the year
-
-
Balance at 30 September 2021
-
Year ended 30 September 2022:
Profit and total comprehensive income for the year
-
10,773,106
10,773,106
Issue of share capital
28
90,190
-
90,190
Balance at 30 September 2022
90,190
10,773,106
10,863,296
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 15 -
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
33
(22,727,915)
34,317,636
Interest paid
(18,992)
(7,185,646)
Income taxes paid
-
(595,894)
Net cash (outflow)/inflow from operating activities
(22,746,907)
26,536,096
Investing activities
Purchase of tangible fixed assets
(2,699,104)
(489,386)
Proceeds on disposal of tangible fixed assets
-
12,718
Purchase of shares in associates
(6,623,614)
-
Proceeds on disposal of investments
40,457,757
(150,000)
Interest received
77,248
153,741
Net cash generated from/(used in) investing activities
31,212,287
(472,927)
Financing activities
Proceeds from borrowings
-
353,029
Repayment of borrowings
(880,270)
(5,928,915)
Proceeds of new bank loans
-
65,874,783
Repayment of bank loans
-
(63,941,591)
Payment of finance leases obligations
(100,641)
(81,407)
Net cash used in financing activities
(980,911)
(3,724,101)
Net increase in cash and cash equivalents
7,484,469
22,339,068
Cash and cash equivalents at beginning of year
35,947,021
13,607,953
Cash and cash equivalents at end of year
43,431,490
35,947,021
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 16 -
1
Accounting policies
Company information
Phoenix Sustainable Investments Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Larfkleet House, Southfields Business Park, Bourne, England, United Kingdom, PE10 0FF.
The group consists of Phoenix Sustainable Investments Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 17 -
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Phoenix Sustainable Investments Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 30 September 2022. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences. During the year Asset Plus Energy Performance Limited and Allison Homes Group Limited and its subsidiaries were disposed of, these subsidiaries were disposed of on the first day of the accounting period in order to present a true and fair view of the group results.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
Phoenix Sustainable Investments Limited became the ultimate parent on the 30 September 2022 as a result of a group reconstruction, therefore the merger method of accounting has been adopted.
1.4
Going concern
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 18 -
1.5
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.6
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.7
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Brand names
10 years straight line basis
1.8
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 19 -
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
2% straight line basis
Leasehold improvements
25% straight line basis
Plant and machinery
25% straight line basis
Fixtures and fittings
25% reducing balance basis
Office equipment
25% reducing balance basis
Motor vehicles
25% straight line basis
Other property, plant and equipment
25% reducing balance or 50% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.9
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.10
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 20 -
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.11
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 21 -
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.12
Stocks
Stock is stated at the lower of cost and net realisable value. Land with planning includes undeveloped land and land under development and is recorded at cost. Work in progress comprises direct materials, labour costs, site overheads, associated professional charges and other attributable overheads. Net realisable value represents the estimated selling prices less all estimated costs of completion.
Investments in land without the benefit of a planning consent are recorded at cost. Regular reviews are carried out to identify any impairment in the value of the land considering the existing use value of the land and the likelihood of achieving a planning consent and the value thereof. Any amounts deemed irrecoverable are written off to the profit and loss account.
Expenditure relating to forward land, including options and fees, are held at cost. If the option expires or the Directors no longer consider it likely that the option will be exercised prior to the securing of planning permissions, the amount is written off to the profit and loss account.
Valuations which include an estimation of costs to complete and remaining revenues are carried out at regular intervals throughout the year, during which site development costs are allocated between units built in the current year and those to be built in future years. These assessments include a degree of inherent uncertainty when estimating the profitability of a site and in assessing any impairment provisions which may be required.
During the year the Board conducted a review of stock, land and work in progress. Write downs have been made where carrying value exceeds the lower of cost and net realisable value. The reviews were conducted on a site by site basis, using valuations that incorporated anticipated selling price and development cost movements, based on local management and the Board’s assessment of market conditions existing at the balance sheet date. If there are significant movements in UK house prices or development costs beyond management’s expectations then further impairments / reversals of previous write downs of stock, land and work in progress may be necessary.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.13
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 22 -
1.14
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 23 -
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.15
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.16
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 24 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.17
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.18
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.19
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 25 -
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
2
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates stated with details of accounting policies elsewhere) have had the most significant effect on amounts recognised in the financial statements.
The main judgements included within the financial statements relate to work in progress balances held at the year end and released in the year. The balances held at the year end are reviewed for recoverability and where amounts are deemed irrecoverable are written off in the year, the level of future profitability is at times judged by the directors where not clear.
Costs released to the P&L in relation to the sale of houses are released based on projected margins for sites during the year. Margins are estimated by the directors based on the expected total costs for each site made up of costs incurred to date and further costs expected to be incurred in relation to each site.
3
Turnover and other revenue
2022
2021
£
£
Turnover analysed by class of business
Property developed
-
123,245,146
Management charges receivable
-
594,373
Car park and apartment rentals
51,883
65,835
Land sales
-
1,860,879
Rendering of services
1,578,199
13,339,767
Sale of goods
127,068
-
1,757,150
139,106,000
2022
2021
£
£
Other significant revenue
Interest income
77,248
153,741
Other operating income
54,445
80,512
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 26 -
4
Operating (loss)/profit
2022
2021
£
£
Operating (loss)/profit for the year is stated after charging:
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
7,798
-
Research and development costs
8,150
-
Depreciation of tangible fixed assets
263,518
285,067
Amortisation of intangible assets
88,384
84,514
Operating lease charges
195,003
368,842
5
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
10,000
3,500
Audit of the financial statements of the company's subsidiaries
49,708
100,000
59,708
103,500
For other services
All other non-audit services
65,561
155,224
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2022
2021
2022
2021
Number
Number
Number
Number
29
184
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
6
Employees
(Continued)
- 27 -
Their aggregate remuneration comprised:
Group
Company
2022
2021
2022
2021
£
£
£
£
Wages and salaries
1,642,183
9,556,699
Social security costs
108,583
1,060,390
-
-
Pension costs
21,403
210,720
1,772,169
10,827,809
7
Interest receivable and similar income
2022
2021
£
£
Interest income
Other interest income
77,248
153,741
8
Interest payable and similar expenses
2022
2021
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
-
7,172,497
Other interest on financial liabilities
-
12,361
-
7,184,858
Other finance costs:
Interest on finance leases and hire purchase contracts
18,992
788
Total finance costs
18,992
7,185,646
9
Other gains and losses
2022
2021
£
£
Gain on disposal of fixed asset investments
64,270,516
-
Changes in the fair value of investment properties
506,000
(258,901)
Amounts written off current loans
(10,873)
-
Amounts written off fixed asset investments
(5,034,421)
(400,000)
59,731,222
(658,901)
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 28 -
10
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
10,722
1,177,892
Adjustments in respect of prior periods
(63,384)
Total current tax
10,722
1,114,508
Deferred tax
Origination and reversal of timing differences
6,255
72,319
Total tax charge
16,977
1,186,827
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2022
2021
£
£
Profit before taxation
55,977,218
1,294,923
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
10,635,671
246,035
Tax effect of expenses that are not deductible in determining taxable profit
(11,833,035)
484,559
Unutilised tax losses carried forward
1,289,482
492,637
Permanent capital allowances in excess of depreciation
(75,141)
Increase in UK and foreign current tax from unrecognised tax loss or credit
151,857
Increase/ (decrease) in UK and foreign current tax from adjustments for prior periods
(65,022)
Tax decrease from other short term timing differences
(24,309)
Effect of tax losses
(98,930)
Taxation charge
16,977
1,186,827
Deferred tax
Group
Deferred tax liabilities
2022
Accelerated capital allowances - Liability - £73,937
2021
Accelerated capital allowances - Liability - £41,270
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 29 -
11
Impairments
Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:
2022
2021
Notes
£
£
In respect of:
Fixed asset investments
15
5,034,421
400,000
Recognised in:
Other gains and losses
5,034,421
400,000
The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.
12
Intangible fixed assets
Group
Goodwill
Brand names
Total
£
£
£
Cost
At 1 October 2021
2,373,322
3,000,000
5,373,322
Disposals
(3,000,000)
(3,000,000)
At 30 September 2022
2,373,322
2,373,322
Amortisation and impairment
At 1 October 2021
2,284,938
200,000
2,484,938
Amortisation charged for the year
88,384
88,384
Disposals
(200,000)
(200,000)
At 30 September 2022
2,373,322
2,373,322
Carrying amount
At 30 September 2022
At 30 September 2021
88,384
2,800,000
2,888,384
The company had no intangible fixed assets at 30 September 2022 or 30 September 2021.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 30 -
13
Tangible fixed assets
Group
Freehold land and buildings
Leasehold improvements
Plant and machinery
Fixtures and fittings
Office equipment
Motor vehicles
Other property, plant and equipment
Total
£
£
£
£
£
£
£
£
Cost
At 1 October 2021
106,195
205,745
21,563
487,086
142,739
1,199,009
2,162,337
Additions
602,926
1,995,899
1,860
6,069
46,990
262,783
2,916,527
Disposals
(106,195)
(165,295)
(8,606)
(487,086)
(14,301)
(61,438)
(842,921)
At 30 September 2022
602,926
2,036,349
14,817
6,069
175,428
1,400,354
4,235,943
Depreciation and impairment
At 1 October 2021
5,449
188,837
15,575
284,652
80,645
806,193
1,381,351
Depreciation charged in the year
80
3,151
508
762
30,560
228,457
263,518
Eliminated in respect of disposals
(5,449)
(151,875)
(3,908)
(284,652)
(445,884)
At 30 September 2022
80
40,113
12,175
762
111,205
1,034,650
1,198,985
Carrying amount
At 30 September 2022
602,846
1,996,236
2,642
5,307
64,223
365,704
3,036,958
At 30 September 2021
100,746
16,908
5,988
202,434
62,094
392,816
780,986
The company had no tangible fixed assets at 30 September 2022 or 30 September 2021.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 31 -
14
Investment property
Group
Company
2022
2022
£
£
Fair value
At 1 October 2021
400,000
-
Net gains or losses through fair value adjustments
506,000
-
At 30 September 2022
906,000
-
The directors consider the market value of investment properties at the year end to be £906,000 (2021 - £400,000). The historical cost of investment properties are £899,830 (2021 - £899,830).
15
Fixed asset investments
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Investments in subsidiaries
16
90,290
Investments in associates
17
2,185,000
2,185,000
Investments in joint ventures
18
11
Unlisted investments
550,000
2,185,011
550,000
2,275,290
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
15
Fixed asset investments
(Continued)
- 32 -
Movements in fixed asset investments
Group
Shares in associates and joint ventures
Other investments
Total
£
£
£
Cost or valuation
At 1 October 2021
-
550,000
550,000
Additions
6,623,703
-
6,623,703
At 30 September 2022
6,623,703
550,000
7,173,703
Impairment
At 1 October 2021
-
-
-
Impairment losses
4,438,692
550,000
4,988,692
At 30 September 2022
4,438,692
550,000
4,988,692
Carrying amount
At 30 September 2022
2,185,011
-
2,185,011
At 30 September 2021
-
550,000
550,000
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
15
Fixed asset investments
(Continued)
- 33 -
Movements in fixed asset investments
Company
Shares in subsidiaries and associates
£
Cost or valuation
At 1 October 2021
-
Additions
6,713,893
At 30 September 2022
6,713,893
Impairment
At 1 October 2021
-
Impairment losses
4,438,603
At 30 September 2022
4,438,603
Carrying amount
At 30 September 2022
2,275,290
At 30 September 2021
-
16
Subsidiaries
Details of the company's subsidiaries at 30 September 2022 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Larkfleet Group Limited
England & Wales
Ordinary
100.00
Larkfleet Limited
England & Wales
Ordinary
100.00
Hawfinch Developments Limited
England & Wales
Ordinary
100.00
Castlebuild Scaffolding Limited
England & Wales
Ordinary
100.00
Larkfleet Elevating House Limited
England & Wales
Ordinary
100.00
X House Limited
England & Wales
Ordinary
100.00
Solar Steam Limited
England & Wales
Ordinary
100.00
Larkfleet Smart Homes Limited
England & Wales
Ordinary
100.00
Smarter Living Group Limited
England & Wales
Ordinary
100.00
Wheatear Management Limited
England & Wales
Ordinary
100.00
Larkfleet Flood Safe House Limited
England & Wales
Ordinary
100.00
Smarter Living Homes Limited
England & Wales
Ordinary
100.00
Grangemouth Generation Limited
England & Wales
Ordinary
100.00
Clay Cross Land Limited
England & Wales
Ordinary
100.00
Syntech Biofuel Limited
England & Wales
Ordinary
100.00
Larkfleet Properties Limited
England & Wales
Ordinary
100.00
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
16
Subsidiaries
(Continued)
- 34 -
Grangemouth Generation Limited is exempt from the requirements of an audit in accordance with section 479A of the companies act 2006.
On 29 October 2021 Allison Homes Group Limited and its subsidiaries were sold. Therefore the following companies left the group: Allison Homes Group Limited, Allison Homes Limited, Allison Homes (Pinchbeck) Limited, Hawksmead Limited, MHR Developments Limited, Southfield Business Park Limited, Larkfleet Midco Limited, Swift Homes Limited, Allison Homes SW Limited, Allison Homes South West Limited, LHSW (Creech St Michael) Limited, LHSW (Churchinford) Limited, LHSW (Ivybridge) Limited, Allison Homes Norfolk and Suffolk Limited, Southfield Housing Development Limited and Larkfleet (Doddington) Limited.
On 23 March 2022, Syntech Biofuel Limited was incorporated and was a member of the group on incorporation.
On 3 May 2022, Asset Plus Energy Performance Limited was sold and left the group.
On 16 August 2022, Clay Cross Land Limited and Grangemouth Generation Limited immediate parent became Phoenix Sustainable Investments Limited and became members of the group.
17
Associates
Details of associates at 30 September 2022 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Ashwell Capital Group Limited
England & Wales
Ordinary
49
Hazel Energy Limited
England & Wales
Ordinary
10
Sustainable Systems Limited
England & Wales
Ordinary
10
18
Joint ventures
Details of joint ventures at 30 September 2022 are as follows:
Name of undertaking
Registered office
Interest
% Held
held
Direct
Berfeld Limited
England & Wales
Ordinary
50.00
Phoenix Energy Management Soft Limited
England & Wales
Ordinary
50.00
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 35 -
19
Stocks
Group
Company
2022
2021
2022
2021
£
£
£
£
Houses for resale
-
740,157
-
-
Work in progress
6,293,666
55,939,576
133,553
-
Land
28,546,128
Other stock
44,838
185,066
6,338,504
85,410,927
133,553
-
Work in progress includes interest capitalised of £Nil (2021 - £11,420,841).
20
Debtors
Group
Company
2022
2021
2022
2021
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,650,760
9,010,087
-
Gross amounts owed by contract customers
230,184
Amounts owed by group undertakings
-
-
4,432,141
-
Other debtors
18,248,121
8,414,636
4,491,296
Prepayments and accrued income
213,423
691,597
1,269
21,112,304
18,346,504
8,924,706
-
Amounts falling due after more than one year:
Other debtors
18,164,281
15,477,081
Total debtors
39,276,585
33,823,585
8,924,706
-
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 36 -
21
Cash and cash equivalents
Group
Cash on hand as at 30 September 2022 was £nil (2021 - £nil).
Cash at bank as at 30 September 2022 was £43,431,490 (2021 - £35,957,021).
Included within cash at bank is restricted cash of £nil (2021 - £14,056,900).
The restricted cash represents £nil (2021 - £5,777,418) of sale proceeds, a proportion of which were utilised post year end to repay ongoing funding loans. The remaining £nil (2021 - £8,279,482) of restricted cash held in an escrow account that is accessible to the company should certain financial conditions be met.
Company
Cash on hand as at 30 September 2022 was £nil (2021 - £nil).
Cash at bank as at 30 September 2022 was £nil (2021 - £nil).
Included within cash at bank is restricted cash of £nil (2021 - £nil).
22
Creditors: amounts falling due within one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Bank loans
24
36,535,339
Obligations under finance leases
25
114,463
52,638
Other borrowings
24
35,860,828
Trade creditors
3,023,816
16,089,363
9,269
Amounts owed to group undertakings
449,484
Corporation tax payable
10,722
1,177,892
Other taxation and social security
85,283
982,823
-
-
Other creditors
3,916,863
5,406,428
Accruals and deferred income
151,111
31,871,167
11,500
7,302,258
127,976,478
470,253
23
Creditors: amounts falling due after more than one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Obligations under finance leases
25
108,472
53,515
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 37 -
24
Loans and overdrafts
Group
Company
2022
2021
2022
2021
£
£
£
£
Bank loans
36,535,339
Other loans
35,860,828
-
72,396,167
-
-
Payable within one year
72,396,167
25
Finance lease obligations
Group
Company
2022
2021
2022
2021
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
114,463
52,638
In two to five years
108,472
53,515
222,935
106,153
-
-
Obligations under finance leases and hire purchase agreements are secured against the assets to which the finance relates.
26
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2022
2021
Group
£
£
Accelerated capital allowances
73,937
41,270
The company has no deferred tax assets or liabilities.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
26
Deferred taxation
(Continued)
- 38 -
Group
Company
2022
2022
Movements in the year:
£
£
Liability at 1 October 2021
41,270
-
Charge to profit or loss
6,225
-
Transfer on disposal
26,442
-
Liability at 30 September 2022
73,937
-
27
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
21,403
210,720
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
28
Share capital
Group and company
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
90,190
-
90,190
-
29
Reserves
Group
Share capital - Represents the nominal value of shares issued by the company at the period end.
Merger reserve - Represents the value of assets transferred into the Group when Larkfleet Group and its subsidiaries were purchased, less any items included in this that have since been disposed of by the group.
Company
Share capital - Represents the nominal value of shares issued by the company at the period end.
Profit and loss account - Includes all current and prior period retained profits and losses.
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 39 -
30
Related party transactions
During the period Joint Venture companies incurred purchases/ charges with Phoenix Sustainable Investments Limited (Group) of £nil (2021 - £nil).
During the period Joint Venture companies received loans from Phoenix Sustainable Investments Limited (Group) of £nil (2021 - £11,114).
During the period Joint Venture companies incurred sales/ recharges with Phoenix Sustainable Investments Limited (Group) of £nil (2021 - £nil).
During the period Joint Venture companies made loans to Phoenix Sustainable Investments Limited (Group) of £nil (2021 - £nil).
The amounts due from Joint Venture companies to Phoenix Sustainable Investments Limited (Group) as at 30 September 2022 was £nil (2021 - £100,000).
The amounts due to Joint Venture companies from Phoenix Sustainable Investments Limited (Group) as at 30 September 2022 was £50 (2021 - £nil).
During the period related companies incurred purchases/ charges with Phoenix Sustainable Investments Limited of £nil (2021 - £nil).
During the period related companies received loans from Phoenix Sustainable Investments Limited (Group) of £3,467,012 (2021 - £3,749,158).
During the period related companies incurred sales/ recharges with Phoenix Sustainable Investments Limited (Group) of £nil (2021 - £nil).
During the period related companies made loans to Phoenix Sustainable Investments Limited of £128,508 (2021 - £710,645).
The amounts due from related companies to Phoenix Sustainable Investments Limited (Group) as at 30 September 2022 was £18,115,271 (2021 - £15,477,081).
The amounts due to related companies from Phoenix Sustainable Investments Limited (Group) as at 30 September 2022 was £304,863 (2021 - 304,847).
During the year, amounts totalling £nil (2021 - £1,828,927) owing to the group were written off related party balances.
31
Directors' transactions
At the balance sheet date the amount due to the directors from the Group was £1,114,494 (2021 - £1,994,764).
CONSOLIDATED RECORD FOR PHOENIX SUSTAINABLE INVESTMENTS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 40 -
32
Controlling party
K S Hick is the ultimate controlling party.
33
Cash (absorbed by)/generated from group operations
2022
2021
£
£
Profit for the year after tax
55,960,241
108,096
Adjustments for:
Taxation charged
16,977
1,186,827
Finance costs
18,992
7,185,646
Investment income
(77,248)
(153,741)
Amortisation and impairment of intangible assets
88,384
84,514
Depreciation and impairment of tangible fixed assets
263,518
285,067
Gain on sale of investments
(64,270,516)
-
Other gains and losses
4,539,294
658,901
Movements in working capital:
(Increase)/decrease in stocks
(5,511,669)
7,750,267
Increase in debtors
(30,357,492)
(15,267,508)
Increase in creditors
16,590,991
32,479,567
Cash (absorbed by)/generated from operations
(22,738,528)
34,317,636
34
Analysis of changes in net funds/(debt) - group
1 October 2021
Cash flows
New finance leases
30 September 2022
£
£
£
£
Cash at bank and in hand
35,947,021
7,484,469
-
43,431,490
Borrowings excluding overdrafts
(72,396,167)
72,396,167
-
-
Obligations under finance leases
(106,153)
100,641
(217,423)
(222,935)
(36,555,299)
79,981,277
(217,423)
43,208,555
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