REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 |
FOR |
MEDICOM HEALTHPRO LIMITED |
REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023 |
FOR |
MEDICOM HEALTHPRO LIMITED |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2023 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 5 |
Report of the Independent Auditors | 7 |
Income Statement | 10 |
Other Comprehensive Income | 11 |
Balance Sheet | 12 |
Statement of Changes in Equity | 13 |
Notes to the Financial Statements | 14 |
MEDICOM HEALTHPRO LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 JULY 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
and Statutory Auditors |
7 St John's Road |
Harrow |
Middlesex |
HA1 2EY |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31 JULY 2023 |
The directors present their strategic report for the year ended 31 July 2023. |
REVIEW OF THE COMPANY'S BUSINESS |
Medicom Healthpro Limited ('Medicom Healthpro') was incorporated on 8 June 2020 and forms part of the Medicom Group, one of the world's leading manufacturers and distributors of medical and respiratory masks and suppliers of infection control products to the dental, industrial and medical sectors. The Company's business objective is dedicated to supplying trusted high-quality infection control and patient care products, delivering the highest levels of customer satisfaction. |
Since the beginning of the COVID-19 pandemic, Medicom Group has been committed to doing whatever it takes to ensure ongoing supply of high-quality personal protective equipment ('PPE') for our customers and to help to keep front-line workers around the world safe. As part of the commitment globally Medicom secured an 18 month agreement with the Department of Health and Social Care ('DHSC') to supply medical grade FFP3 and TYPEIIR masks and incorporated Medicom Healthpro to establish a production facility in the UK. |
Following the ending of the DHSC contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contracts will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements. |
The directors have received confirmation that the group will continue to support the company in order that it can continue to meet its ongoing financial obligations and in this regard the directors are satisfied that the company remains solvent. |
Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The UK stockpiles of excess PPE since the second half of 2021 has led to a decline in demand for manufactured medical and respiratory masks. The challenge for the Company now is to secure additional customers outside of the exiting government contract which ended in February 2022. |
As a market leader within the industry, the Directors believe that there is significant scope to develop and grow the business in future periods. The challenge is around when the PPE market will recover, stabilise, and commence preparations for potential future pandemic events. |
The board has a proactive approach to risk management with the aim of protecting its employees, customers and safeguarding the interests of the Company and its shareholders. |
The Company's financial instruments comprise of cash, trade debtors and creditors that arise directly from operations. It has been agreed by the board that during the year under review that no trading in financial instruments would be undertaken. There are no significant risks arising directly from the Company's financial instruments and the directors have considered risk as follows; |
Liquidity - cash is managed on a daily basis to ensure the Company has adequate funds to meet its operational needs. The Directors are satisfied that with Group support the Company does not have any significant liquidity exposure. |
Credit Risk - the Company has a trading policy that requires a reasonable due diligence on potential customers before sales are made. This includes conducting financial checks before sales are made. |
Interest Rate Risk - as the Company is not reliant on external finance outside of the Group and the Company is not exposed to any fluctuations in interest rates. |
Foreign Currency Risk - the Company does not enter into forward exchange transactions and therefore the risk is limited to only currency rate fluctuations. |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31 JULY 2023 |
CORPORATE SOCIAL RESPONSIBILITY |
Our Corporate Social Responsibility philosophy is rooted in our core values of Accountability, Empathy, Customer Centricity and Teamwork. This means operating in ways that meet fundamental responsibilities in the areas of human rights, employees, environment, and anti-corruption. |
Medicom Group is focussed on safeguarding the well-being of people around the world, be it by providing quality personal protective equipment, maintaining safe work environments, or contributing to community development through our philanthropic work. |
We fulfil this commitment by; |
- Manufacturing and distributing only high-quality products to healthcare professionals and consumers. |
- Fostering an environment of psychological and physical well-being for all our employees and partners, free of discrimination or |
harassment and upholding the highest standards of safety. |
- Promoting a diverse and inclusive culture where employees know they are valued, respected, and empowered to bring forward |
different perspectives. |
- Developing a learning organization that supports employee development. |
- Building up and supporting our communities through donations of time, products, and financial support. |
The Directors recognise that they have an important role in assessing and monitoring that the desired culture is imbedded in the values, attitudes and behaviours we demonstrate. |
RESEARCH AND DEVELOPMENT |
Research and Development activities are focused on raw material research, continuous improvement and new machine development projects. This knowledge is shared at Group level. Research and Development costs are incurred by other group companies. There were no material research and development costs incurred by the company in the period. |
FINANCIAL PERFORMANCE |
The turnover for the year amounted to £335,406 (2022: £153,529,810) with an operating loss of £2,139,291 (2022: operating profit of £108,114,618) and with a loss for the financial year of £2,045,670 (2021: profit of £86,568,318). |
Establishing the UK manufacturing facility and the installation of the infrastructure, machinery, equipment and operational facilities has required an investment of £14,745,630 in fixed assets during the period. These have now been fully depreciated. |
At the balance sheet date the Company had net liabilities of £595,447 (2022: net assets of £1,450,223). |
The Company has not required external credit facilities and has been funded by Group loans and facilities. At the balance sheet date the Company owed £190,990 to Group companies (2022: £3,530,554). |
KEY PERFORMANCE INDICATORS |
Sales revenues: |
2023 - £335,406 |
2022 - £153,529,810 |
Operating profit/loss: |
2023 - £2,139,291 (loss) |
2022 - £108,837,301 (profit) |
Cash and cash equivalents: |
2023 - £755,360 |
2022 - £2,842,256 |
Net assets/liabilities: |
2023 - £595,447 (net liabilities) |
2022 - £1,450,223 (net assets) |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31 JULY 2023 |
OUTLOOK |
The government contract secured in 2020 was phased over an 18 months period which ended in February 2022 after which the Company expected a significant decrease in trading as the peak of the pandemic crisis has passed. Medicom was awarded a place on the NHS framework agreement which means the Company is positioned to bid for supplier agreements with individual NHS healthcare providers. |
With the significant decrease in the demand for personal protective equipment since the end of the COVID-19 pandemic, management is looking for new sales opportunities. To date no new contracts with the DHSC or other parties have been agreed and the directors are unsure as to whether and when any significant new contracts will be secured. |
The manufacturing site has now been closed and any future orders secured will be fulfilled through supplies acquired from other group companies. |
ON BEHALF OF THE BOARD: |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 JULY 2023 |
The directors present their report with the financial statements of the company for the year ended 31 July 2023. |
PRINCIPAL ACTIVITY |
Medicom Healthpro Limited is a supplier of personal protective equipment (PPE) and was established as part of the expansion plan of the Medicom Group, one of the world's leading manufacturers and distributors of high-quality, single-use, preventive and infection control products for the medical, dental, industrial, animal health, laboratory, retail and health and wellness markets. The COVID-19 pandemic highlighted the importance of securing local supply of personal protective equipment, and the British Government was one of a number of countries seeking to partner directly with Medicom. |
Since the demand for personal protective equipment has declined since the peak of the COVID-19 pandemic, management is looking for new sales opportunities. Following the end of the Department of Health and Social Care ("DHSC") contract in February 2022, to date no new contracts with the DHSC or other parties have been agreed and the directors are unsure as to whether and when any significant new contracts will be secured. |
The manufacturing site has now been closed and any future orders secured will be fulfilled through supplies acquired from other group companies. |
DIVIDENDS |
No dividends will be distributed for the year ended 31 July 2023. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 August 2022 to the date of this report. |
Other changes in directors holding office are as follows: |
GOING CONCERN |
Following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements. |
The directors have received confirmation that the group will continue to support the company in order that it can continue to meet its ongoing financial obligations and in this regard the directors are satisfied that the company remains solvent. |
Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations. |
ENGAGEMENT WITH EMPLOYEES |
The Company operates a policy of transparency to consult and discuss with employees information on matters of concern which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the Company's performance. |
Communication is through regular briefings, meetings and written notices on matters likely to affect the employees interests |
ENGAGEMENT WITH CUSTOMERS, SUPPLIERS AND OTHERS |
The Directors believe that fostering business relationships with suppliers and customers is key to the ongoing success and growth of the business. The Board ensures they have visibility and involvement in all key stakeholder relationships so that proper consideration of those relationships can be taken account of when making decisions. |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 JULY 2023 |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, Macalvins Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
MEDICOM HEALTHPRO LIMITED |
Opinion |
We have audited the financial statements of Medicom Healthpro Limited (the 'company') for the year ended 31 July 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 31 July 2023 and of its loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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. |
Emphasis of matter - non-going concern basis of preparation |
We draw attention to the disclosures made in notes 2 and 21 to the financial statements which explain that the financial statements are not prepared on the going concern basis. |
As stated in those notes, following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. |
Our opinion is not modified in respect of this matter. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
MEDICOM HEALTHPRO LIMITED |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page six, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the 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 a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
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: |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following: |
- the nature of the industry and sector, control environment and business performance including the design of the |
company's remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets; |
- results of our enquiries of management about their own identification and assessment of the risks of irregularities; |
- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of |
non compliance; |
- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or |
alleged fraud; |
- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; |
These matters were discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. |
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. |
We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and local tax legislation. |
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 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. |
In addition, as with any audit, there remained a higher risk of non-detection of fraud, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
MEDICOM HEALTHPRO LIMITED |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Chartered Accountants |
and Statutory Auditors |
7 St John's Road |
Harrow |
Middlesex |
HA1 2EY |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
INCOME STATEMENT |
FOR THE YEAR ENDED 31 JULY 2023 |
31.7.23 | 31.7.22 |
Notes | £ | £ |
TURNOVER | 4 |
Cost of sales |
GROSS (LOSS)/PROFIT | ( |
) |
Administrative expenses |
OPERATING (LOSS)/PROFIT | 6 | ( |
) |
Interest receivable and similar income |
(2,139,291 | ) | 108,837,301 |
Interest payable and similar expenses | 7 |
(LOSS)/PROFIT BEFORE TAXATION | ( |
) |
Tax on (loss)/profit | 8 | ( |
) |
(LOSS)/PROFIT FOR THE FINANCIAL YEAR |
( |
) |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
OTHER COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 JULY 2023 |
31.7.23 | 31.7.22 |
Notes | £ | £ |
(LOSS)/PROFIT FOR THE YEAR | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
BALANCE SHEET |
31 JULY 2023 |
31.7.23 | 31.7.22 |
Notes | £ | £ |
CURRENT ASSETS |
Stocks | 11 |
Debtors | 12 |
Cash and cash equivalents |
CREDITORS |
Amounts falling due within one year | 13 |
NET CURRENT (LIABILITIES)/ASSETS | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
CAPITAL AND RESERVES |
Called up share capital | 15 |
Retained earnings | 16 | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) |
The financial statements were approved by the Board of Directors and authorised for issue on |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 JULY 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 August 2021 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 July 2022 |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 July 2023 | ( |
) | ( |
) |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2023 |
1. | STATUTORY INFORMATION |
Medicom Healthpro Limited is a |
2. | ACCOUNTING POLICIES |
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 principal accounting policies adopted are set out below. |
Financial Reporting Standard 102 - reduced disclosure exemptions |
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions o from the following disclosure requirements: |
Section 7 'Statement of Cash Flows': Presentation of a statement of cash flow and related notes and disclosures; |
Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instrument Issues': Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income; |
Section 26 'Share based Payment': Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements; |
Section 33 'Related Party Disclosures': Compensation for key management personnel, transactions with wholly owned subsidiaries within the group. |
Going concern |
Following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements. |
Turnover |
Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates and value added tax. Turnover is recognised when goods are shipped and when the customer takes ownership and assumes risk of loss, collection of the related receivable is probable, persuasive evidence of an arrangement exists and the sales price is fixed or determinable. Sales incentives for which there are no identifiable benefits received are recorded as a reduction of turnover. |
Prepayments for goods not shipped are recorded as deferred income. |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
2. | ACCOUNTING POLICIES - continued |
Tangible fixed assets |
Tangible fixed assets are stated at cost, less accumulated depreciation. |
Depreciation is provided using the straight-line method, over the length of the Government Contract: |
Leasehold improvements - 18 months |
Machinery and equipment - 18 months |
Furniture and fixtures - 18 months |
Computer equipment - 18 months |
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 credited or charged to profit or loss. |
Tangible fixed assets, which are subject to depreciation, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by a comparison of the asset's carrying amount to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognised for the amount by which the carrying amount of the asset exceeds the fair value of the asset. When quoted market prices are not available, the Company uses the expected future cash flows discounted at a rate commensurate with the risks associated with the recovery of the asset as an estimate of fair value. |
Stocks |
Raw Material stocks are estimated at the lower of cost and net realisable value. Cost is based on the average cost of purchase. At the balance sheet date, stocks are assessed for impairment, the impairment loss is recognised in the profit and loss account immediately. |
Finished Goods stocks are estimated at the lower of standard cost and net realisable value. At the balance sheet date, stocks are assessed for impairment, if the stock is impaired, the carrying amount is reduced to selling price less costs to complete and sell. The impairment loss is recognised in the profit and loss account immediately. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
The Company operates a defined contribution plan for its employees. The Company pays fixed contributions into a separate entity, once the contributions have been paid the Company has no further payment obligations. |
The contributions are recognized as an expense in the profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds. |
Cash and cash equivalents |
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The company only enters into basic financial instrument transactions that result in the recognition of the financial assets and liabilities like trade and other debtors and creditors. Debt instruments are classified according to whether they are payable or receivable within one year. |
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at the annual board meeting. |
Foreign exchange |
Monetary items denominated in a foreign currency and non-monetary items carried at market value are adjusted at the balance sheet date to reflect the exchange rate in effect at that date. Exchange gains and losses are included in the determination of net earnings for the year. |
Monetary related party transactions and non-monetary related party transactions that have commercial substance are measured at the exchange amount when they are in the normal course of business, except when the transaction is not of a product or property held for sale in the normal course of operations. Where the transaction is not in the normal course of operations, it is measured at the exchange amount when there is a substantive change in the ownership of the item transferred and there is independent evidence of the exchange amount. All other related party transactions are measured at the carrying amount. |
3. | JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
In the application of the Company's accounting policies, management is required to make judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
There are no key sources of estimation uncertainty that have a significant effect on the amount recognised in the financial statements. |
4. | TURNOVER |
The turnover and loss (2022 - profit) before taxation are attributable to the one principal activity of the company. |
An analysis of turnover by class of business is given below: |
31.7.23 | 31.7.22 |
£ | £ |
An analysis of turnover by geographical market is given below: |
31.7.23 | 31.7.22 |
£ | £ |
United Kingdom |
France | - | 239,617 |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
5. | EMPLOYEES AND DIRECTORS |
31.7.23 | 31.7.22 |
£ | £ |
Wages and salaries |
Social security costs |
Other pension costs |
The average number of employees during the year was as follows: |
31.7.23 | 31.7.22 |
Manufacturing | 2 | 99 |
Sales and administration | 9 | 34 |
None of the directors received any payments during the period in relation to their services as statutory directors of the Company. The directors are employed by other companies within the Medicom Group and therefore received no remuneration (including emoluments, long term incentive schemes and contributions to pension schemes) from Medicom Healthpro Limited, and the Directors consider that their services to the Company are inconsequential to attract a notional charge. |
6. | OPERATING (LOSS)/PROFIT |
The operating loss (2022 - operating profit) is stated after charging/(crediting): |
31.7.23 | 31.7.22 |
£ | £ |
Depreciation - owned assets |
Profit on disposal of fixed assets | ( |
) | ( |
) |
Auditors' remuneration |
Auditors' remuneration for non audit work |
Foreign exchange differences | ( |
) | ( |
) |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
31.7.23 | 31.7.22 |
£ | £ |
Loan & other interest |
8. | TAXATION |
Analysis of the tax (credit)/charge |
The tax (credit)/charge on the loss for the year was as follows: |
31.7.23 | 31.7.22 |
£ | £ |
Current tax: |
UK corporation tax | ( |
) |
Corporation tax adjustment to prior period | 538,376 | 102,397 |
Total current tax | ( |
) |
Deferred tax |
Tax on (loss)/profit | ( |
) |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
8. | TAXATION - continued |
Reconciliation of total tax (credit)/charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
31.7.23 | 31.7.22 |
£ | £ |
(Loss)/profit before tax | ( |
) |
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of (2022 - |
( |
) |
Effects of: |
Expenses not deductible for tax purposes |
Capital allowances in excess of depreciation | ( |
) | - |
Depreciation in excess of capital allowances | - |
Adjustments to tax charge in respect of previous periods |
Impact of rate difference between deferred and current tax | - | (384,774 | ) |
Deferred tax asset derecognised | - | 881,195 |
Other timing differences | (8,577 | ) | 6,792 |
Total tax (credit)/charge | (179,982 | ) | 22,268,838 |
9. | DIVIDENDS |
31.7.23 | 31.7.22 |
£ | £ |
Ordinary shares of £1 each |
Interim |
10. | TANGIBLE FIXED ASSETS |
Improvements | Fixtures |
to | Plant and | and | Computer |
property | machinery | fittings | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 August 2022 |
Disposals | ( |
) | ( |
) | ( |
) |
At 31 July 2023 |
DEPRECIATION |
At 1 August 2022 |
Eliminated on disposal | ( |
) | ( |
) | ( |
) |
At 31 July 2023 |
NET BOOK VALUE |
At 31 July 2023 |
At 31 July 2022 |
11. | STOCKS |
31.7.23 | 31.7.22 |
£ | £ |
Raw materials |
Finished goods |
Stock provision | (321,092 | ) | (998,570 | ) |
There was no significant difference between the replacement cost of stocks and their carrying value. |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.7.23 | 31.7.22 |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
VAT |
Prepayments and accrued income |
13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.7.23 | 31.7.22 |
£ | £ |
Trade creditors |
Amounts owed to group undertakings |
Corporation Tax payable |
Social security and other taxes |
Accruals and deferred income |
14. | LEASING AGREEMENTS |
Minimum lease payments under non-cancellable operating leases fall due as follows: |
31.7.23 | 31.7.22 |
£ | £ |
Within one year |
Between one and five years |
The company's lease at Brackmills Industrial Estate, Northampton terminated on 31 July 2023 following the exercise of a break clause in the lease. |
15. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 31.7.23 | 31.7.22 |
value: | £ | £ |
Ordinary | £1 | 1,000 | 1,000 |
16. | RESERVES |
Retained |
earnings |
£ |
At 1 August 2022 |
Deficit for the year | ( |
) |
At 31 July 2023 | ( |
) |
17. | PENSION COMMITMENTS |
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the Company in an independently administered fund. |
The charge to profit or loss in respect of defined contribution schemes was £54,345 (2022: £243,019). |
The pension charge for the year represents contributions payable by them company to the scheme. Outstanding contributions at the end of the period amounted to £12,799 (2022: £5,403). |
MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2023 |
18. | ULTIMATE CONTROLLING PARTY |
The parent of the smallest group of undertakings of which this Company is a member, and for which consolidated financial statements are prepared is Medicom Healthcare Holding BV, a company incorporated in the Netherlands. The financial statements are available from the company's registered office, Parallelweg 80A, 3931 MT Woudenberg, Netherlands. |
The parent of the largest group of undertakings of which this Company is a member, and for which consolidated financial statements are prepared is Medicom Group Inc. The Company's ultimate controlling party is Medicom Group Inc, a company incorporated in Canada. The financial statements are available from the company's registered office, 2555 Chemin de l'Aviation, Point-Claire, Quebec, H9P 2Z2, Canada. |
19. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
The company has taken advantage of the exemption under paragraph 33.1A from the provisions of FRS 102 and it has not disclosed any transactions with any fellow wholly-owned subsidiary undertaking, on the grounds that consolidated financial statements are prepared by the ultimate parent company. |
In the period service fees of £nil were incurred to Excelsior Development Limited under the terms of a consultancy arrangement made between the Company and Medicom Healthpro Limited in May 2020 (2022: £583,162). Excelsior Development Limited is considered a related party as Hughes Bourgeois, who was a statutory director of the Company until 26 July 2022, was also a Director of Excelsior Development Limited. There were no amounts due to Excelsior Development Limited at 31 July 2023 or at 31 July 2022. |
20. | POST BALANCE SHEET EVENTS |
Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations. |
Subsequent to the balance sheet date the company has sold most items of plant and machinery to group companies. |
21. | GOING CONCERN |
Following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements. |
The directors have received confirmation that the group will continue to support the company in order that it can continue to meet its ongoing financial obligations and in this regard the directors are satisfied that the company remains solvent. |
Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations. |