Company registration number SC275430 (Scotland)
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
COMPANY INFORMATION
Directors
MA Donn
JS Gordon
FD Laing
P Johnstone
(Appointed 29 January 2024)
Secretary
Resolis Limited
Company number
SC275430
Registered office
Exchange Tower
11th Floor
19 Canning Street
Edinburgh
Scotland
EH3 8EG
Auditor
Johnston Carmichael LLP
7-11 Melville Street
Edinburgh
EH3 7PE
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditors' report
4 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 16
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -
The Directors present their annual report and financial statements for the year ended 31 March 2024.
Principal activities
The principal activity of the Company is that of a holding company to Elgin Health (Gartnavel) Limited.
Performance Review
The profit for the financial year, after taxation, amounted to £206,510 (2023: £405,158).
The profit for the financial year will be transferred to reserves.
The Directors are satisfied with the overall performance of the Company and do not foresee any significant change in the Company's activities in the coming financial year.
Key Performance Indicators
In its role as a holding company there are no key performance indicators for the Directors to monitor. However, from a group point of view the performance of the investment is assessed every six months by testing the cash resources against the bank lending covenants. The key indicator being the debt service cover ratio. The Company has been performing well and has been compliant with the covenants laid out in the Group loan agreement.
Going Concern
Cash flow forecasts are prepared for the underlying investment looking over the expected life of the asset and so including the 12 month period from the date the financial statements are signed. In drawing up these forecasts, the Directors have made assumptions based upon their view of the current and future economic conditions, and the effect is could still have over the forecast period. The Company's cash flows are dependent on the performance of its investment. After reviewing the performance of the investment, which is done on a regular basis, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.
In light of this, the Directors continue to adopt the going concern basis of accounting in preparing the Company’s annual financial statements.
Results and dividends
Particulars of dividends paid are detailed in note 8 to the financial statements.
Directors
The Directors who held office during the year and up to the date of signature of the financial statements were as follows:
MA Donn
JS Gordon
FD Laing
P Johnstone
(Resigned 30 June 2023)
J McDonagh
(Appointed 30 June 2023 and resigned 29 January 2024)
P Johnstone
(Appointed 29 January 2024)
M Templeton
(Appointed 7 August 2023 and resigned 29 January 2024)
Qualifying third party indemnity provisions
The Company has made qualifying third party indemnity provisions for the benefit of its Directors during the year. These provisions remain in force at the reporting date.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
Statement of disclosure to auditor
Each of the persons who is a Director at the date of approval of this report confirms that:
The auditor, Johnston Carmichael LLP, is deemed to have been re-appointed in accordance with section 487 of the Companies Act 2006.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
..............................................
..............................................
MA Donn
P Johnstone
Director
Director
Date: .............................................
2024-07-30
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
- 4 -
Opinion
We have audited the financial statements of Elgin Health (Gartnavel) Holdings Limited (the 'Company') for the year ended 31 March 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity 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 Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the Company's affairs as at 31 March 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditors' report thereon. The Directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors' Report has been prepared in accordance with applicable legal requirements.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
- 5 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the Directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the Directors' report and from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the Directors' responsibilities statement set out on page 3, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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 an auditors' 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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors' report.
The extent to which the audit was capable of detecting irregularities, including fraud and error, is detailed below.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
- 6 -
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.
We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.
All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:
• United Kingdom Generally Accepted Accounting Practice, including FRS 102;
• UK Companies Act 2006; and
• UK Corporation Tax legislation.
We gained an understanding of how the Company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of any relevant correspondence with regulatory bodies and group board meeting minutes.
We assessed the susceptibility of the group’s financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. We identified a heightened fraud risk in relation to:
• Management override of controls; and
• Income recognition.
In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:
Recalculating the finance income received to ensure amounts are in line with contractual terms and relevant accounting standards;
Agreeing a sample of income receipts to supporting documentation and bank statements;
Reviewing minutes of meetings of those charged with governance for reference to: breaches of laws and regulation or for any indication of any potential litigation and claims; and events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud;
Reviewing the level of and reasoning behind the Company’s procurement of legal and professional services
Performing audit work procedures over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing judgements made by management in their calculation of accounting estimates for potential management bias;
Completion of appropriate checklists and use of our experience to assess the Company’s compliance with the Companies Act 2006; and
Agreement of the financial statement disclosures to supporting documentation.
Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
- 7 -
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 auditors' 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.
Fiona Munro (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
Date: .........................
2024-07-30
Chartered Accountants
Statutory Auditor
7-11 Melville Street
Edinburgh
EH3 7PE
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
2024
2023
Notes
£
£
Turnover
-
-
Income receivable from group undertakings
5
206,510
405,158
Other interest receivable and similar income
5
280,879
281,666
Interest payable and similar expenses
6
(280,879)
(281,666)
Profit before taxation
206,510
405,158
Tax on profit
7
Profit for the financial year
206,510
405,158
The profit and loss account has been prepared on the basis that all operations are continuing operations.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
9
202,000
202,000
Current assets
Debtors falling due after more than one year
10
1,872,518
1,872,518
Debtors falling due within one year
10
57,715
57,715
1,930,233
1,930,233
Creditors: amounts falling due within one year
11
(57,715)
(57,715)
Net current assets
1,872,518
1,872,518
Total assets less current liabilities
2,074,518
2,074,518
Creditors: amounts falling due after more than one year
12
(1,872,518)
(1,872,518)
Net assets
202,000
202,000
Capital and reserves
Called up share capital
13
2,020
2,020
Share premium account
199,980
199,980
Total equity
202,000
202,000
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the Board of Directors and authorised for issue on ......................... and are signed on its behalf by:
2024-07-30
..............................................
..............................................
MA Donn
P Johnstone
Director
Director
Company registration number SC275430 (Scotland)
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 10 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2022
2,020
199,980
202,000
Year ended 31 March 2023:
Profit and total comprehensive income
-
-
405,158
405,158
Dividends
8
-
-
(405,158)
(405,158)
Balance at 31 March 2023
2,020
199,980
202,000
Year ended 31 March 2024:
Profit and total comprehensive income
-
-
206,510
206,510
Dividends
8
-
-
(206,510)
(206,510)
Balance at 31 March 2024
2,020
199,980
202,000
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 11 -
1
Accounting policies
Company information
Elgin Health (Gartnavel) Holdings Limited is a private company limited by shares incorporated in Scotland. The registered office is Exchange Tower, 11th Floor, 19 Canning Street, Edinburgh, Scotland, EH3 8EG.
The principal activity of the Company is that of a Holding Company to Elgin Health (Gartnavel) Limited.
The Company’s functional and presentation currency is the pound sterling. Monetary amounts in these financial statements are rounded to the nearest pound.
The individual financial statements of Elgin Health (Gartnavel) Holdings Limited have been prepared in compliance with United Kingdom Accounting Standards, including Financial Reporting Standard 102, “The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland” (“FRS 102”) and the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of sections 1A have been applied, other than where additional disclosure is required to show a true and fair view.
1.1
Accounting convention
These financial statements are prepared on a going concern basis, under the historical cost convention.
The preparation of financial statements in conformity with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed further in the accounting policies.
The accounting policies stated below have been consistently applied to the years presented, unless otherwise stated.
1.2
Going concern
Cash flow forecasts are prepared for the underlying investment looking over the expected life of the asset and so including the 12 month period from the date the financial statements are signed. In drawing up these forecasts, the Directors have made assumptions based upon their view of the current and future economic conditions, and the effect is could still have over the forecast period. The Company's cash flows are dependent on the performance of its investment. After reviewing the performance of the investment, which is done on a regular basis, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.
In light of this, the Directors continue to adopt the going concern basis of accounting in preparing the Company’s annual financial statements.
1.3
Fixed asset investments
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
1.4
Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.
For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 12 -
1.5
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end. The Directors periodically evaluate positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.
1.6
The Company has taken advantage of the exemption in FRS 102 Section 7 'Statement of Cash Flows' part 1B, which states that a small company is not required to prepare a cash flow statement.
The Company has taken advantage of the exemption in section 33 of FRS 102 'Related Party Disclosures', that allows it not to disclose transactions with wholly owned members of a group
1.7
The entity has taken advantage of the option not to prepare consolidated financial statements contained in section 398 of the Companies Act 2006 on the basis that the entity and its subsidiary undertakings comprise a small group.
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. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty are as follows:
i) Impairment of assets
The carrying value of those assets recorded in the Company's Statement of Financial Position, at amortised cost, could be materially reduced where circumstances exist which might indicate that an asset has been impaired and an impairment review is performed. Impairment reviews consider the fair value and or value in use of the potentially impaired asset or assets and compares that with the carrying value of the asset or assets in the Statement of Financial Position. Any reduction in value arising from such a review would be recorded in the Statement of Comprehensive Income. Impairment reviews involve the significant use of assumptions. Consideration has to be given as to the price that could be obtained for the asset or assets, or in relation to a consideration of value in use, estimates of the future cash flows that could be generated by the potentially impaired asset or assets, together with a consideration of an appropriate discount rate to apply to those cash flows.
3
Auditors' remuneration
The audit fee of £2,120 (2023: £2,000) was borne by the subsidiary company Elgin Health (Gartnavel) Limited. Auditor's remuneration is payable to Johnston Carmichael.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 13 -
4
Employees
The average number of persons employed by the Company during the financial year, including the Directors, amounted to nil (2023: nil). The Directors, who are also key management personnel, did not receive any remuneration from the Company during the year (2023: nil).
5
Interest receivable and similar income
2024
2023
£
£
Interest receivable and similar income includes the following:
Income from shares in group undertakings
206,510
405,158
Interest receivable from group companies
280,879
281,666
6
Interest payable and similar expenses
2024
2023
£
£
Interest payable and similar expenses includes the following:
Interest payable to group undertakings
196,615
197,166
Subordinated debt interest
84,264
84,500
280,879
281,666
7
Taxation
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:
2024
2023
£
£
Profit before taxation
206,510
405,158
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
51,628
76,980
Non taxable dividend income
(51,628)
(76,980)
Taxation charge for the year
-
-
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 14 -
8
Dividends
Dividends paid during the year (excluding those for which a liability existed at the end of the prior year):
2024
2023
£
£
Interim dividend of £1.02 (2023: £2.01) per ordinary share
206,510
405,158
9
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
202,000
202,000
Subsidiaries, associates and other investments
The Company owns 100% of the issued share capital of Elgin Health (Gartnavel) Limited.
On 25 November 2005, Elgin Health (Gartnavel) Limited signed a contract with Greater Glasgow Health Board for the development of the Gartnavel Hospital and the provision of services at the site for 31 years.
The Directors acknowledge the investment is in net assets. The Directors have reviewed the investments forecasts and projections and have reasonable expectation that no impairment indicators exist and the investment will continue in operation existence for the foreseeable future.
10
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
57,715
57,715
2024
2023
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
1,872,518
1,872,518
Total debtors
1,930,233
1,930,233
In November 2005 the Company loaned Elgin Health (Gartnavel) Limited a £1,872,518 Coupon bearing investment sum. The interest rate on the loan is 15% per annum with the capital being repaid in semi-annual equal instalments to March 2035. The Coupon on the principal amount accrues daily and is payable quarterly. The investment sum was advanced under a subordinated loan agreement and is therefore unsecured, and would rank alongside other creditors in the case of winding up.
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 15 -
11
Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
40,400
40,401
Other creditors
17,315
17,314
57,715
57,715
Creditors due within one year relates to interest due on subordinated debt balances.
12
Creditors: amounts falling due after more than one year
2024
2023
£
£
Subordinated debt
1,310,763
1,310,763
Amounts owed to group undertakings
561,755
561,755
1,872,518
1,872,518
In November 2005, the Company borrowed £1,872,518 in Subordinated debt provided by Elgin Infrastructure Limited (70%) and Aberdeen Infrastructure Limited (30%). The capital on the loan is repaid in semi-annually instalments from March 2035. The loan bears interest at 15% per annum. The coupon on the principal accrues daily and is payable quarterly. The investment sum was advanced under a subordinated loan agreement and is therefore unsecured, and would rank alongside ordinary creditors in the case of winding up.
13
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £0.01 each
202,000
202,000
2,020
2,020
14
Profit and loss reserves
Retained earnings - This reserve records retained earnings and accumulated losses.
Share premium account - This reserve records the amount above the nominal value received for shares sold, less transaction costs.
15
Contingent Liabilities
The Company has granted a guarantee supported by a debenture incorporating fixed and floating charges over its assets and undertakings, in security of its wholly owned subsidiary's term loan from Bank of Scotland. Senior debt due to Bank of Scotland PLC at the year end was £13,696,130 (2023: £14,317,656).
ELGIN HEALTH (GARTNAVEL) HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 16 -
16
Related Party Transactions
During the year interest of £196,615 (2023: £197,166) was payable to the majority shareholder Elgin Infrastructure Limited. Interest of £40,401 (2023: £40,401) was due at the year end and is included in accruals.
Subordinated Debt payable to Elgin Infrastructure Limited at the year end was £1,310,763 (2023: £1,310,763).
During the year interest of £84,264 (2023: £84,500) was payable to the minority shareholder Aberdeen Infrastructure Limited. Interest of £17,314 (2023: £17,314) was due at the year end and is included in accruals.
Subordinated Debt payable to Aberdeen Infrastructure Limited at the year end was £561,755 (2023: £561,755).
The Company has a wholly owned subsidiary, Elgin Health (Gartnavel) Limited, and has taken advantage of the exemption in section 33 of FRS 102 'Related Party Disclosures', that allows it not to disclose transactions with wholly owned members of a group.
17
Controlling Party
The Company is owned 70% by Elgin Infrastructure Limited, which is jointly owned between Cobalt Project Investment Limited and Ednaston Project Investments Limited, and 30% by Aberdeen Infrastructure (No.3) Limited. There is no ultimate controlling party.
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