Company registration number SC143810 (Scotland)
PRESTIGE NURSING (SCOTLAND) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023
PRESTIGE NURSING (SCOTLAND) LIMITED
COMPANY INFORMATION
Directors
Mr A J Richards
(Appointed 31 October 2023)
Mrs S Hughes
(Appointed 24 April 2024)
Mr A S McNutt
(Appointed 24 April 2024)
Company number
SC143810
Registered office
Rolland House
Unit 10 Newbridge Industrial Estate
Cliftonhall Road
Newbridge
Scotland
EH28 8PJ
Auditor
KPMG LLP
1 St. Peter's Square
Manchester
M2 3AE
PRESTIGE NURSING (SCOTLAND) LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditor's report to the members of Prestige Nursing (Scotland) Limited
4 - 7
Statement of comprehensive income
8
Statement of financial position
9 - 10
Statement of changes in equity
11
Notes to the financial statements
12 - 24
PRESTIGE NURSING (SCOTLAND) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 AUGUST 2023
- 1 -

The directors present their annual report and financial statements for the year ended 31 August 2023.

Principal activities

The principal activity of the company continued to be the provision of high quality domiciliary and complex care to clients in Scotland.

Results and dividends

The results for the year are set out on page 8. The company's profit after tax for the year was £489,044 (2022: £520,973) and net assets as at 31 August 2023 were £1,336,474 (2022: £847,430).

No ordinary dividends were paid (2022: £nil). The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr S Mistry
(Resigned 31 October 2023)
Mr D J B Sandoz
(Resigned 31 October 2023)
Mrs J M Renton
(Resigned 31 October 2023)
Mrs V Sapojnic
(Resigned 13 October 2022)
Mr S R Bailey
(Resigned 20 January 2024)
Mr A J Richards
(Appointed 31 October 2023)
Mrs S Hughes
(Appointed 24 April 2024)
Mr A S McNutt
(Appointed 24 April 2024)
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the reporting date.

Supplier payment policy

The company's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

 

The company's current policy concerning the payment of trade creditors is to:

Trade creditors of the company at the year end were equivalent to 0 day's purchases, based on the average daily amount invoiced by suppliers during the year.

Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The company's policy is to consult and discuss with employees any matters likely to affect employees' interests.

 

Information of matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company’s performance.

PRESTIGE NURSING (SCOTLAND) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 2 -
Auditor

Following the change in ownership of the Company, KPMG LLP will not be seeking reappointment as the Company auditor and a new auditor will be appointed.

Energy and carbon report

The company does not qualify as a large company under the Streamlined Energy and Carbon Reporting (SECR) regulations and is not required to report on its emissions, energy consumption or energy efficiency activities in this reporting period.

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 company’s auditor 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 company’s auditor is aware of that information.

Small company

This report has been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

Going concern

The directors continue to adopt the going concern basis in the preparation of the financial statements.

 

As at 31st October 2023, the shareholders of Prestige Nursing Limited agreed to sell all their shares to Elevate Care International Limited, a newly created entity under the ownership of The Halifax Group a mid-tier US private equity firm.

 

The new shareholders have a strong belief in the future success of the Company, due to the essential nature of the service it provides and can see opportunities for organic growth provided we can continue to attract, recruit and retain professional carers in an increasingly tight labour market.

 

As inflationary pressures continue, we work with our clients to ensure we receive a fair price for the services that we provide, so that we can continue to invest in our workforce. Agility, good commercial management, and careful cost control continue to be critical to our ongoing success.

 

To inform the basis of preparation of these accounts, the directors have performed a going concern assessment to consider cash and profit scenarios for forward trade over the next 12 months. The directors manage cash requirements across the Prestige Group headed by Prestige Nursing Limited with routine peaks in cash requirements during the trading cycle funded from the cash balance the of the Company / The Prestige Group of companies. The Prestige Group of companies have indicated their intention to continue make available such funds as are needed by the Company, through the Prestige Group cash pool, during the going concern assessment period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

 

Based on these analyses and facts, the directors believe that the Company will be able to continue to meet its liabilities as they fall due for at least the next 12 months and therefore have prepared the financial statements on a going concern basis.

On behalf of the board
Mr A J Richards
Director
2 August 2024
PRESTIGE NURSING (SCOTLAND) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2023
- 3 -

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

 

Company law requires the directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework. 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:

 

 

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 responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the company and to prevent and detect fraud and other irregularities.

PRESTIGE NURSING (SCOTLAND) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF PRESTIGE NURSING (SCOTLAND) LIMITED
- 4 -
Opinion

We have audited the financial statements of Prestige Nursing (Scotland) Limited (the 'Company') for the year ended 31 August 2023 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and related notes, including the accounting policies in note 1.

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities are described below. We have fulfilled our ethical responsibilities under, and are independent of the Company in accordance with, UK ethical requirements including the FRC Ethical Standard. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion.

Going concern

The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its operations, and as they have concluded that the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).

In our evaluation of the directors’ conclusions, we considered the inherent risks to the Company’s business model and analysed how those risks might affect the Company’s financial resources or ability to continue operations over the going concern period.

Our conclusions based on this work:

However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Company will continue in operation.

Fraud and breaches of laws and regulations – ability to detect

 

Identifying and responding to risks of material misstatement due to fraud

 

To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:

 

PRESTIGE NURSING (SCOTLAND) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF PRESTIGE NURSING (SCOTLAND) LIMITED
- 5 -

We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit.

As required by auditing standards, and taking into account possible pressures to meet profit targets, we perform procedures to address the risk of management override of controls, in particular the risk that management may be in a position to make inappropriate accounting entries. On this audit we do not believe there is a fraud risk related to revenue recognition because there is no material judgement or estimation and, given the low value and high-volume nature of transactions, limited opportunity for recording material fraudulent accounting entries.

We did not identify any additional fraud risks.

We performed procedures including identifying journal entries to test based on risk criteria and comparing the identified entries to supporting documentation. These included those posted to unusual accounts.

 

Identifying and responding to risks of material misstatement related to compliance with laws and regulations

 

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, through discussion with the directors and others management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations. As the Company is regulated, our assessment of risks involved gaining an understanding of the control environment including the entity’s procedures for complying with regulatory requirements.

 

We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.

 

The potential effect of these laws and regulations on the financial statements varies considerably.

 

Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

 

Secondly, the Company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: health and social care act, health and safety, data protection laws, anti-bribery and employment law. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

 

Context of the ability of the audit to detect fraud or breaches of law or regulation

 

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.

PRESTIGE NURSING (SCOTLAND) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF PRESTIGE NURSING (SCOTLAND) LIMITED
- 6 -

Directors' report

The directors are responsible for the directors’ report. Our opinion on the financial statements does not cover those reports and we do not express an audit opinion thereon.

Our responsibility is to read the directors’ report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work:

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report to you if, in our opinion

 

 

We have nothing to report in these respects.

Director's responsibilities

As explained more fully in their 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; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; 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 they either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities

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 our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.

A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.

PRESTIGE NURSING (SCOTLAND) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF PRESTIGE NURSING (SCOTLAND) LIMITED
- 7 -

The purpose of our audit work and to whom we owe our responsibilities

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.

Daniel Crighton (Senior Statutory Auditor)
For and on behalf of KPMG LLP, Statutory Auditor
2 August 2024
Chartered Accountants
1 St. Peter's Square
Manchester
M2 3AE
PRESTIGE NURSING (SCOTLAND) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2023
- 8 -
2023
2022
Notes
£
£
Revenue
3
6,398,911
6,522,239
Cost of sales
(5,478,652)
(5,366,173)
Gross profit
920,259
1,156,066
Administrative expenses
(433,025)
(528,345)
Operating profit
4
487,234
627,721
Interest receivable and similar income
7
23,329
1,922
Interest payable and similar expense
8
(15,747)
(909)
Profit before taxation
494,816
628,734
Tax on profit
9
(5,772)
(107,761)
Profit and total comprehensive income for the financial year
489,044
520,973

All amounts above relate to continuing operations. The notes on pages 12 to 24 form part of these financial statements.

PRESTIGE NURSING (SCOTLAND) LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 AUGUST 2023
31 August 2023
- 9 -
2023
2022
Notes
£
£
Non-current assets
Goodwill
10
458,015
458,015
Property, plant and equipment
11
25,010
27,510
Deferred tax asset
17
31,691
-
514,716
485,525
Current assets
Trade and other receivables
12
370,232
463,690
Current tax recoverable
16,196
2,434
Cash and cash equivalents
1,662,474
1,333,930
2,048,902
1,800,054
Total assets
2,563,618
2,285,579
Current liabilities
Trade and other payables
15
901,144
1,111,632
Borrowings
14
11,238
-
0
Lease liabilities
16
12,174
11,755
924,556
1,123,387
Net current assets
1,124,346
676,667
Non-current liabilities
Borrowings
14
300,000
300,000
Lease liabilities
16
2,588
14,762
302,588
314,762
Total liabilities
1,227,144
1,438,149
Net assets
1,336,474
847,430
Equity
Called up share capital
19
251
251
Capital redemption reserve
20
753
753
Retained earnings
1,335,470
846,426
Total equity
1,336,474
847,430
PRESTIGE NURSING (SCOTLAND) LIMITED
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
31 AUGUST 2023
31 August 2023
- 10 -
The financial statements were approved by the board of directors and authorised for issue on 2 August 2024 and are signed on its behalf by:
Mr A J Richards
Director
Company Registration No. SC143810
PRESTIGE NURSING (SCOTLAND) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2023
- 11 -
Share capital
Capital redemption reserve
Retained earnings
Total
£
£
£
£
Balance at 1 September 2021
251
753
325,453
326,457
Year ended 31 August 2022:
Profit and total comprehensive income
-
-
520,973
520,973
Balance at 31 August 2022
251
753
846,426
847,430
Year ended 31 August 2023:
Profit and total comprehensive income
-
-
489,044
489,044
Balance at 31 August 2023
251
753
1,335,470
1,336,474

The notes on pages 12 to 24 form part of these financial statements.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023
- 12 -
1
Accounting policies
Company information

Prestige Nursing (Scotland) Limited is a private company limited by shares incorporated and domiciled in Scotland. The registered number is SC143810 and the registered office is Rolland House, Unit 10 Newbridge Industrial Estate, Cliftonhall Road, Newbridge, Scotland, EH28 8PJ. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Accounting convention

These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework ("FRS 101"). In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of UK-adopted international accounting standards (“UK-adopted IFRS”), but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.

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. The principal accounting policies adopted are set out below and have been applied consistently to all periods presented in the financial statements, unless otherwise stated.

In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures:

The Company’s ultimate parent undertaking at 31 August 2023, Sodexo S.A. includes the Company in its consolidated financial statements. The consolidated financial statements of Sodexo S.A. are prepared in accordance with International Financial Reporting Standards and are available to the public and are published on the company's website at www.sodexo.com.

Judgements made by the directors, in the application of these accounting policies that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in note 2.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 13 -
1.2
Going concern

The directors continue to adopt the going concern basis in the preparation of the financial statements.true

 

As at 31st October 2023, the shareholders of Prestige Nursing Limited agreed to sell all their shares to Elevate Care International Limited, a newly created entity under the ownership of The Halifax Group a mid-tier US private equity firm.

 

The new shareholders have a strong belief in the future success of the Company, due to the essential nature of the service it provides and can see opportunities for organic growth provided we can continue to attract, recruit and retain professional carers in an increasingly tight labour market.

 

As inflationary pressures continue, we work with our clients to ensure we receive a fair price for the services that we provide, so that we can continue to invest in our workforce. Agility, good commercial management, and careful cost control continue to be critical to our ongoing success.

 

To inform the basis of preparation of these accounts, the directors have performed a going concern assessment to consider cash and profit scenarios for forward trade over the next 12 months. The directors manage cash requirements across the Prestige Group headed by Prestige Nursing Limited with routine peaks in cash requirements during the trading cycle funded from the cash balance the of the Company / The Prestige Group of companies. The Prestige Group of companies have indicated their intention to continue make available such funds as are needed by the Company, through the Prestige Group cash pool, during the going concern assessment period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

 

Based on these analyses and facts, the directors believe that the Company will be able to continue to meet its liabilities as they fall due for at least the next 12 months and therefore have prepared the financial statements on a going concern basis.

1.3
Revenue

Revenue is recognised at the fair value of the consideration received or receivable for the provision of domiciliary and complex care, and is shown net of VAT and other sales related taxes.

Revenue from contracts for the provision of care services are recognised when the service has been provided and is based on time spent by staff during the period.

1.4
Goodwill

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is reviewed for impairment at each reporting date.

 

The gain on a bargain purchase is recognised in profit or loss in the period of the acquisition.

 

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.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 14 -
1.5
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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:

Leasehold improvements
Over the lease period on a straight line basis
Furniture & equipment
Over 5 years on a straight line basis
Office equipment
Over 3 years on a straight line basis
Motor vehicles
Over 4 years on a straight line basis

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 income statement.

1.6
Impairment of tangible and intangible assets

At each reporting end date, the company 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.

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.

 

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.

1.7
Cash and cash equivalents

Cash and cash equivalents 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.

1.8
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 15 -
Financial assets held at amortised cost

Trade Receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

 

Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Impairment of financial assets

Financial assets carried at amortised cost and fair value through other comprehensive income 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 of the investment

have been affected.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.9
Financial liabilities

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 16 -
Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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 when the company has 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.

1.12
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 inventories or non-current 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.

1.13
Retirement benefits

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.

 

Obligations for contributions to the schemes are recognised as an expense in the profit and loss account in the periods during which services are rendered by employees.

1.14
Leases

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

 

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 17 -

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the company's estimate of the amount expected to be payable under a residual value guarantee; or the company's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

1.15
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Critical accounting estimates and judgements

The preparation of financial statements requires the management to make estimates and judgements which affect the amounts reported for assets, liabilities and contingent liabilities as of the date of preparation of the financial statements, and for revenues and expenses for the period.

 

Estimates and underlying assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are reasonable under the circumstances. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

 

There are no critical estimates or judgments in applying the Company's accounting policies.

3
Revenue
2023
2022
£
£
Revenue analysed by class of business
Care services
6,398,911
6,522,239
2023
2022
£
£
Revenue analysed by geographical market
UK Market
6,398,911
6,522,239
PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 18 -
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Depreciation of property, plant and equipment
13,821
46,883
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
33,333
9,120
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Office staff
35
35
Nurses and carers
253
302
Total
288
337

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
5,047,902
5,093,116
Social security costs
366,928
350,987
Pension costs
67,325
70,269
5,482,155
5,514,372

Directors received no remuneration from Prestige Nursing (Scotland) Limited during the year. Directors receive remuneration from another of the Sodexo group companies.

7
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
23,329
1,922

Total interest income for financial assets that are not held at fair value through profit or loss is £23,329 (2022 - £1,922).

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 19 -
8
Interest payable and similar expense
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on lease liabilities
728
909
Interest on other loans
15,019
-
0
15,747
909
9
Income tax expense
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
-
145,224
Deferred tax
Origination and reversal of temporary differences
5,772
(12,159)
Changes in tax rates
-
0
(5,826)
Adjustment in respect of prior periods
-
0
(19,478)
5,772
(37,463)
Total tax charge
5,772
107,761

On 1 April 2023, the standard rate of corporation tax changed from 19% to 25% for companies with profits of over £250,000. For the purpose of the company accounts to 31 August 2023, a blended rate of 21.52% corporation tax has been applied.

 

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 25% (2022 - 19%).

The charge for the year can be reconciled to the profit per the income statement as follows:

2023
2022
£
£
Profit before taxation
494,816
628,734
Expected tax charge based on a corporation tax rate of 21.52% (2022: 19.00%)
106,460
119,459
Non-deductible expenses
(2,199)
350
Adjustment in respect of prior years
-
0
(6,222)
Group relief
(104,261)
-
0
Other non-reversing timing differences
5,772
-
Tax at marginal rate
-
(5,826)
Taxation charge for the year
5,772
107,761
PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 20 -
10
Intangible fixed assets
Goodwill
£
Cost
At 31 August 2022
458,015
At 31 August 2023
458,015
Carrying amount
At 31 August 2023
458,015
At 31 August 2022
458,015
Impairment tests for cash generating units

Goodwill is tested annually for impairment. Goodwill relates to the acquisition of the trade and assets of one care branch and is therefore all allocated to one cash generating unit.

The recoverable amount of each cash generating unit has been calculated with reference to its fair value less costs of disposal. The fair value less costs of disposal is based on the price that would be received to sell the assets in an orderly transactions between market participants at the measurement date under current market conditions, less incremental costs directly attributable to the disposal of the assets/CGU. The valuation viewpoint is from that of a market participant and excludes synergies and matters specific to the current owner.

An income based fair valuation approach has been used to determine fair value using discounted cash flows. The fair value measurement was categories as level 3 based on the valuation inputs used. The key assumptions used in the models are outlined below.

Assessment of the CGU’s fair value reflects long-term assumptions around the most profitable ways to run the business, including franchising the branch. Forecasted income is therefore based on franchise fees at 6.5% of branch profits.

Growth rates for income in years two to five reflect anticipated market conditions and franchised branch activities (FY23: 5%, FY22: 2%).

The discount rate used is post-tax and has been estimated based on current market assessment and reflects risks and uncertainties, and is aligned to the wider group (FY23: 10%, FY22: 8.30%).

Cash flows beyond year 5 are projected into perpetuity using long-term terminal growth rate in line with management’s long-term expectations for the prevailing rates of inflation as a proxy to economic growth (FY23: 3%, FY22: 2%).

The total recoverable amount in respect of goodwill for the one CGU as assessed by the Directors using the above assumptions is greater than the carrying amount and therefore no impairment charge has been recorded in each period.

For the goodwill balance, there were no reasonably possible changes to assumptions that would result in an impairment given the market outlook and performance of the business.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 21 -
11
Property, plant and equipment
Leasehold improvements
Furniture & equipment
Office equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 31 August 2022
-
0
7,281
161,333
48,036
216,650
Additions
9,053
-
0
2,268
-
0
11,321
At 31 August 2023
9,053
7,281
163,601
48,036
227,971
Accumulated depreciation and impairment
At 31 August 2022
-
0
6,494
161,333
21,313
189,140
Charge for the year
899
615
475
11,832
13,821
At 31 August 2023
899
7,109
161,808
33,145
202,961
Carrying amount
At 31 August 2023
8,154
172
1,793
14,891
25,010
At 31 August 2022
-
0
787
-
0
26,723
27,510

Property, plant and equipment includes right-of-use assets, as follows:

Right-of-use assets
2023
2022
£
£
Net values
Motor vehicles
14,891
26,723
Depreciation charge for the year
Motor vehicles
11,832
8,768
12
Trade and other receivables
2023
2022
£
£
Trade receivables
260,679
338,560
Corporation tax recoverable
16,196
2,434
VAT recoverable
2,774
3,871
Other receivables
85,569
103,415
Prepayments and accrued income
21,210
17,844
386,428
466,124

Trade receivables disclosed above are classified as loans and receivables and are therefore measured at amortised cost.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 22 -
13
Liabilities
Current
Non-current
2023
2022
2023
2022
Notes
£
£
£
£
Borrowings
14
11,238
-
0
300,000
300,000
Trade and other payables
15
686,995
935,157
-
0
-
0
Taxation and social security
214,149
176,475
-
-
Lease liabilities
16
12,174
11,755
2,588
14,762
924,556
1,123,387
302,588
314,762
14
Borrowings
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Borrowings held at amortised cost:
Loans from parent undertaking
11,238
-
300,000
300,000

Principal amount of £300,000 borrowed. The principal amount including interest is repayable 31 December 2026. Interest is charged at 4.99% and paid on an annual basis.

15
Trade and other payables
2023
2022
£
£
Trade payables
12
24,921
Amount owed to parent undertaking
54,750
302,048
Accruals and deferred income
110,925
116,844
Other payables
521,308
491,344
686,995
935,157

Amounts owed to parent undertaking are interest free and repayable on demand.

16
Lease liabilities

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2023
2022
£
£
Current liabilities
12,174
11,755
Non-current liabilities
2,588
14,762
14,762
26,517
PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
16
Lease liabilities
(Continued)
- 23 -
2023
2022
Amounts recognised in profit or loss include the following:
£
£
Interest on lease liabilities
728
909

The fair value of the company's lease obligations is approximately equal to their carrying amount.

 

See note 11 for further details of depreciation on right of use assets recognised in the profit or loss.

 

17
Deferred taxation
Assets
2023
2022
£
£
Deferred tax balances
31,691
37,463
Deferred tax assets are expected to be recovered after more than one year.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

ACAs
Short term timing differences
Total
£
£
£
Balance at 1 September 2021
-
0
-
-
Deferred tax movements in prior year
Credit/(charge) to profit or loss
17,541
14,096
31,637
Effect of change in tax rate - profit or loss
1,375
4,451
5,826
Asset at 1 September 2022
18,916
18,547
37,463
Deferred tax movements in current year
Credit/(charge) to profit or loss
(5,701)
(71)
(5,772)
Asset at 31 August 2023
13,215
18,476
31,691

Deferred tax assets and liabilities are offset in the financial statements only where the company has a legally enforceable right to do so.

PRESTIGE NURSING (SCOTLAND) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 24 -
18
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
67,325
70,269

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.

19
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
251
251
251
251
20
Capital redemption reserve
2023
2022
£
£
At the beginning and end of the year
753
753
21
Capital commitments

There were no capital commitments in place as at 31 August 2023 (2022: £nil).

22
Controlling party

The parent company of Prestige Nursing (Scotland) Limited is Prestige Nursing Ltd and its registered office is 1st Floor, Kirkgate, 19-31 Church Street, Epsom, Surrey, KT17 4PF.

 

At 31 August 2023, the ultimate controlling party is Sodexo SA and its registered office is 255 quai de la Bataille de Stalingrad, 92130 Issy les Mounlineaux, France.

23
Post balance sheet event

As at 31 October 2023, the shareholders of Prestige Nursing Limited agreed to sell all their shares to Elevate Care International Limited, a newly created entity under the ownership of The Halifax Group a mid-tier US private equity firm.

 

On completion of the sale of the business to The Halifax Group, the inter-company loans and other payables to Sodexo Limited, as shown in the financial statements, were fully repaid and sufficient funding strategies put in place by the new owners.

 

From 31 October 2023, the ultimate controlling party is HCP V CK LP.

2023-08-312022-09-01Mr S MistryMr D J B SandozMrs J M RentonMrs V SapojnicMr S R BaileyMr A J RichardsMrs S HughesMr A S McNuttfalseCCH SoftwareiXBRL Review & Tag 2022.2SC1438102022-09-012023-08-31SC143810bus:Director62022-09-012023-08-31SC143810bus:Director72022-09-012023-08-31SC143810bus:Director82022-09-012023-08-31SC143810bus:Director12022-09-012023-08-31SC143810bus:Director22022-09-012023-08-31SC143810bus:Director32022-09-012023-08-31SC143810bus:Director42022-09-012023-08-31SC143810bus:Director52022-09-012023-08-31SC143810bus:RegisteredOffice2022-09-012023-08-31SC1438102023-08-31SC1438102021-09-012022-08-31SC143810core:ContinuingOperations2022-09-012023-08-31SC143810core:RetainedEarningsAccumulatedLosses2022-09-012023-08-31SC143810core:RetainedEarningsAccumulatedLosses2021-09-012022-08-31SC143810core:Goodwillcore:ContinuingOperations2023-08-31SC143810core:Goodwillcore:ContinuingOperations2022-08-31SC143810core:ContinuingOperations2023-08-31SC1438102022-08-31SC143810core:LeaseholdImprovementscore:LeasedAssetsHeldAsLessee2023-08-31SC143810core:FurnitureFittings2023-08-31SC143810core:ComputerEquipment2023-08-31SC143810core:MotorVehicles2023-08-31SC143810core:LeaseholdImprovementscore:LeasedAssetsHeldAsLessee2022-08-31SC143810core:FurnitureFittings2022-08-31SC143810core:ComputerEquipment2022-08-31SC143810core:MotorVehicles2022-08-31SC143810core:CurrentFinancialInstruments2023-08-31SC143810core:CurrentFinancialInstruments2022-08-31SC143810core:Non-currentFinancialInstruments2023-08-31SC143810core:Non-currentFinancialInstruments2022-08-31SC143810core:ShareCapital2023-08-31SC143810core:ShareCapital2022-08-31SC143810core:CapitalRedemptionReserve2023-08-31SC143810core:CapitalRedemptionReserve2022-08-31SC143810core:RetainedEarningsAccumulatedLosses2023-08-31SC143810core:RetainedEarningsAccumulatedLosses2022-08-31SC143810core:ShareCapital2021-08-31SC143810core:CapitalRedemptionReserve2021-08-31SC143810core:RetainedEarningsAccumulatedLosses2021-08-31SC1438102021-08-31SC143810core:LoansReceivables2022-09-012023-08-31SC143810core:Goodwill2022-08-31SC143810core:Goodwill2023-08-31SC143810core:LeaseholdImprovementscore:LeasedAssetsHeldAsLessee2022-08-31SC143810core:FurnitureFittings2022-08-31SC143810core:ComputerEquipment2022-08-31SC143810core:MotorVehicles2022-08-31SC1438102022-08-31SC143810core:LeaseholdImprovementscore:LeasedAssetsHeldAsLessee2022-09-012023-08-31SC143810core:FurnitureFittings2022-09-012023-08-31SC143810core:ComputerEquipment2022-09-012023-08-31SC143810core:MotorVehicles2022-09-012023-08-31SC143810core:WithinOneYear2023-08-31SC143810core:WithinOneYear2022-08-31SC143810core:AfterOneYear2023-08-31SC143810core:AfterOneYear2022-08-31SC143810core:AcceleratedTaxDepreciationDeferredTax2022-08-31SC143810core:AcceleratedTaxDepreciationDeferredTax2023-08-31SC143810core:AcceleratedTaxDepreciationDeferredTax2021-08-31SC143810bus:PrivateLimitedCompanyLtd2022-09-012023-08-31SC143810bus:FRS1012022-09-012023-08-31SC143810bus:Audited2022-09-012023-08-31SC143810bus:FullAccounts2022-09-012023-08-31xbrli:purexbrli:sharesiso4217:GBP