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REGISTERED NUMBER: 12295132 (England and Wales)















GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

WINDMILL CARE GROUP LIMITED

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
for the Year Ended 31 DECEMBER 2023




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 6

Consolidated Income Statement 9

Consolidated Other Comprehensive Income 10

Consolidated Balance Sheet 11

Company Balance Sheet 12

Consolidated Statement of Changes in Equity 13

Company Statement of Changes in Equity 14

Consolidated Cash Flow Statement 15

Notes to the Consolidated Cash Flow Statement 16

Notes to the Consolidated Financial Statements 18


WINDMILL CARE GROUP LIMITED

COMPANY INFORMATION
for the Year Ended 31 DECEMBER 2023







DIRECTORS: Mrs R J Trickett
Miss L E Collacott
Mrs S L Ashcroft





REGISTERED OFFICE: The Meadows
Cranleigh Court Road
Yate
Bristol
BS37 5DW





REGISTERED NUMBER: 12295132 (England and Wales)





AUDITORS: Burnside
Chartered Accountants
and Statutory Auditor
61 Queen Square
Bristol
BS1 4JZ

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

GROUP STRATEGIC REPORT
for the Year Ended 31 DECEMBER 2023

The directors present their strategic report of the company and the group for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The company purchased the entire share capital of Windmill Care Limited and a 33% stake in Windmill Care (2015) Limited in March 2020. The principal activity of the group in the period under review was that of providing residential care facilities for the elderly, with two residential homes in Windmill Care Limited.

REVIEW OF BUSINESS

The group turnover for 2023 was £5.9m, with the turnover of Windmill Care Limited increasing by £577,713 (10.7%) compared to its previous financial year.

The group generated and retained strong profit levels from this level of trading activity and the net asset position of the group was strong, with net assets of £2.8m being retained at the year end after £150,000 dividends.

Both of the residential homes operated have maintained good occupancy levels during the year and continue to have an excellent reputation both in the community and with industry professionals. Both homes have received a 'Good' rating in their last inspections by the CQC, including the latest for Osbourne Court in April 2022.

The underlying cash generated from operations has been strong at £2.9m (2022: £3.1m generated) and is expected to remain strong in the year to 31 December 2024.

The directors are satisfied with the performance of the group during the period and with the position at the year end.

PRINCIPAL RISKS AND UNCERTAINTIES
The group finances its operations through the generation of cash from operating activities and bank borrowings are utilised to fund capital projects to enhance the property asset base. The group only has interest rate exposure on financial liabilities in relation to a long term loans secured on property. Management monitor the group's exposure to interest rate risk as market interest rates vary and against the value of the asset base of the group and consider the use of appropriate facilities such as interest rate caps to mitigate this risk.

Liquidity risk is managed through forecasting the future cash flow requirements of the business and maintaining sufficient bank balances.


WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

GROUP STRATEGIC REPORT
for the Year Ended 31 DECEMBER 2023

GOING CONCERN
No material uncertainties that cast significant doubt about the ability of the company and group to continue as a going concern have been identified by the directors.

ON BEHALF OF THE BOARD:





Mrs S L Ashcroft - Director


2 September 2024

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

REPORT OF THE DIRECTORS
for the Year Ended 31 DECEMBER 2023

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023.

DIVIDENDS
Dividends of £150,000 were paid in the year ended 31 December 2023. No final dividend is proposed by the directors.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

Mrs R J Trickett
Miss L E Collacott
Mrs S L Ashcroft

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

REPORT OF THE DIRECTORS
for the Year Ended 31 DECEMBER 2023


AUDITORS
The auditors, Burnside, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





Mrs S L Ashcroft - Director


2 September 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
WINDMILL CARE GROUP LIMITED

Opinion
We have audited the financial statements of Windmill Care Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
WINDMILL CARE GROUP LIMITED


Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
WINDMILL CARE GROUP LIMITED


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

An understanding of the legal and regulatory framework applicable to the entity was obtained from management and those charged with governance of the entity and its subsidiaries, and the audit engagement team was confirmed to have the appropriate competence and capabilities to identify non-compliance with such a framework.

No significant instances of fraud, non-compliance with laws and regulations or other irregularities were communicated to the engagement team by management or those charged with governance, and no particular audit areas or legislation were identified that gave rise to any significant risks of material misstatement in respect of such irregularities.

Due to the size and nature of the entity, its susceptibility to material misstatement resulting from fraud, non-compliance with laws and regulations, or other irregularities is considered to be low, and the audit approach was appropriately planned so as to address this risk.

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.

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.




Stephen Burnside BA ACA (Senior Statutory Auditor)
for and on behalf of Burnside
Chartered Accountants
and Statutory Auditor
61 Queen Square
Bristol
BS1 4JZ

2 September 2024

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

CONSOLIDATED INCOME STATEMENT
for the Year Ended 31 DECEMBER 2023

2023 2022
Notes £    £   

TURNOVER 5,932,464 5,354,751

Cost of sales 3,576,422 3,338,278
GROSS PROFIT 2,356,042 2,016,473

Administrative expenses 1,343,338 1,216,583
1,012,704 799,890

Other operating income - 321,789
GROUP OPERATING PROFIT 4 1,012,704 1,121,679

Share of operating profit in
Associate 852,880 875,830

Amortisation of goodwill
Associate (155,838 ) (155,838 )

Interest receivable and similar income 63,118 18,436
1,772,864 1,860,107

Interest payable and similar expenses 5 633,956 281,726
PROFIT BEFORE TAXATION 1,138,908 1,578,381

Tax on profit 6 474,410 452,726
PROFIT FOR THE FINANCIAL YEAR 664,498 1,125,655
Profit attributable to:
Owners of the parent 664,498 1,125,655

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

CONSOLIDATED OTHER COMPREHENSIVE INCOME
for the Year Ended 31 DECEMBER 2023

2023 2022
Notes £    £   

PROFIT FOR THE YEAR 664,498 1,125,655


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

664,498

1,125,655

Total comprehensive income attributable to:
Owners of the parent 664,498 1,125,655

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

CONSOLIDATED BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 9 9,309,054 9,883,997
Tangible assets 10 6,371,614 6,487,416
Investments 11
Interest in associate 3,224,454 3,351,310
18,905,122 19,722,723

CURRENT ASSETS
Debtors 12 916,652 1,011,371
Cash at bank and in hand 3,229,596 1,328,275
4,146,248 2,339,646
CREDITORS
Amounts falling due within one year 13 5,370,211 3,950,992
NET CURRENT LIABILITIES (1,223,963 ) (1,611,346 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

17,681,159

18,111,377

CREDITORS
Amounts falling due after more than
one year

14

(14,572,454

)

(15,585,788

)

PROVISIONS FOR LIABILITIES 16 (306,949 ) (238,331 )
NET ASSETS 2,801,756 2,287,258

CAPITAL AND RESERVES
Called up share capital 17 60 60
Retained earnings 2,801,696 2,287,198
SHAREHOLDERS' FUNDS 2,801,756 2,287,258

The financial statements were approved by the Board of Directors and authorised for issue on 2 September 2024 and were signed on its behalf by:





Mrs S L Ashcroft - Director


WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

COMPANY BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 9 - -
Tangible assets 10 - -
Investments 11 23,416,500 23,416,500
23,416,500 23,416,500

CURRENT ASSETS
Cash at bank 2,947,064 657,242

CREDITORS
Amounts falling due within one year 13 7,398,647 6,257,222
NET CURRENT LIABILITIES (4,451,583 ) (5,599,980 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

18,964,917

17,816,520

CREDITORS
Amounts falling due after more than
one year

14

7,800,000

7,800,000
NET ASSETS 11,164,917 10,016,520

CAPITAL AND RESERVES
Called up share capital 17 60 60
Retained earnings 11,164,857 10,016,460
SHAREHOLDERS' FUNDS 11,164,917 10,016,520

Company's profit for the financial year 1,298,397 1,852,614

The financial statements were approved by the Board of Directors and authorised for issue on 2 September 2024 and were signed on its behalf by:





Mrs S L Ashcroft - Director


WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 DECEMBER 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2022 60 1,311,543 1,311,603

Changes in equity
Dividends - (150,000 ) (150,000 )
Total comprehensive income - 1,125,655 1,125,655
Balance at 31 December 2022 60 2,287,198 2,287,258

Changes in equity
Dividends - (150,000 ) (150,000 )
Total comprehensive income - 664,498 664,498
Balance at 31 December 2023 60 2,801,696 2,801,756

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

COMPANY STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 DECEMBER 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2022 60 8,313,846 8,313,906

Changes in equity
Dividends - (150,000 ) (150,000 )
Total comprehensive income - 1,852,614 1,852,614
Balance at 31 December 2022 60 10,016,460 10,016,520

Changes in equity
Dividends - (150,000 ) (150,000 )
Total comprehensive income - 1,298,397 1,298,397
Balance at 31 December 2023 60 11,164,857 11,164,917

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

CONSOLIDATED CASH FLOW STATEMENT
for the Year Ended 31 DECEMBER 2023

2023 2022
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 3,052,138 3,099,135
Government grants received - 64,789
Tax paid (101,828 ) (388,999 )
Net cash from operating activities 2,950,310 2,774,925

Cash flows from investing activities
Interest received 48,118 66,561
Net cash from investing activities 48,118 66,561

Cash flows from financing activities
Loan repayments in year (451,350 ) (1,951,350 )
Interest paid (495,757 ) (242,515 )
Equity dividends paid (150,000 ) (150,000 )
Net cash from financing activities (1,097,107 ) (2,343,865 )

Increase in cash and cash equivalents 1,901,321 497,621
Cash and cash equivalents at
beginning of year

2

1,328,275

830,654

Cash and cash equivalents at end of
year

2

3,229,596

1,328,275

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
for the Year Ended 31 DECEMBER 2023

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS
2023 2022
£    £   
Profit before taxation 1,138,908 1,578,381
Depreciation charges 690,745 692,038
Associate profit recognised (697,042 ) (719,992 )
Government grants - (64,789 )
Finance costs 633,956 281,726
Finance income (63,118 ) (18,436 )
1,703,449 1,748,928
Decrease in trade and other debtors 55,577 19,407
Increase in trade and other creditors 1,293,112 1,330,800
Cash generated from operations 3,052,138 3,099,135

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 3,229,596 1,328,275
Year ended 31 December 2022
31.12.22 1.1.22
£    £   
Cash and cash equivalents 1,328,275 830,654


WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
for the Year Ended 31 DECEMBER 2023

3. ANALYSIS OF CHANGES IN NET DEBT

At 1.1.23 Cash flow At 31.12.23
£    £    £   
Net cash
Cash at bank and in hand 1,328,275 1,901,321 3,229,596
1,328,275 1,901,321 3,229,596
Debt
Debts falling due within 1 year (451,350 ) (561,984 ) (1,013,334 )
Debts falling due after 1 year (7,785,788 ) 1,013,334 (6,772,454 )
(8,237,138 ) 451,350 (7,785,788 )
Total (6,908,863 ) 2,352,671 (4,556,192 )

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the Year Ended 31 DECEMBER 2023

1. STATUTORY INFORMATION

Windmill Care Group Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover represents net invoiced sales of services supplied to customers during the period.

Goodwill
Goodwill, being the amount paid in connection with the acquisition of a business in 2020, is being amortised evenly over its estimated useful life of twenty years.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.
Freehold property - 2% on cost
Plant and machinery - 20% on reducing balance
Fixtures and fittings - 20% on reducing balance
Motor vehicles - 25% on reducing balance

Government grants
The group has received Government grants during the period from the Workforce Development Fund towards quality training. In the previous year grants were also received from the Adult social care infection control fund to support care homes through the coronavirus outbreak. Grants receivable and relating to the accounting period have been recognised as Other Operating Income under the accruals method.

Investments in associates
Investments in associates are initially recognised at cost, then using the equity method.


WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Going concern
The group was profitable in the period and has healthy net assets at the Balance Sheet date. The group has remained profitable in the period up to the signing of these financial statements.

In our opinion, the company and group are going concerns and the period over which we have considered its ability to continue as a going concern is at least 12 months from the date of signing the financial statements.

This assessment is based upon knowledge of occupancy levels and the group's on-going cost base projecting performance, cash generation and the availability of banking and other facilities to meet the needs of the business.

We fully expect that the company and group will remain a going concern and we will endeavour to ensure that the group has sufficient working capital to meet its requirements for the foreseeable future. We will continue to carefully monitor the situation and have alternative plans in place should the need arise.

In light of the above, we have reviewed the going concern status of the business for the foreseeable future to the best of our abilities and have concluded that we have a reasonable expectation that the company and group has more than adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis of accounting in preparing the financial statements.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
Financial assets and liabilities are recognised in the balance sheet when the group becomes party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and are measured on initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the group not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts which are an integral part of the group's cash management.

Financial liabilities and equity instruments issued by the group are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities. Equity instruments issued by the group are recorded at the proceeds received, net of any direct issue costs.

Interest bearing bank loans, overdrafts and other loans which meet the criteria of basic financial instruments are initially recorded at the present value of cash payable to the bank, usually being equivalent to the proceeds received net of direct issue costs. These liabilities are subsequently measured at amortised cost, using the effective interest rate method.

Non-basic financial instruments are held at fair value and revalued at each period end. Any gains or losses on the fair value of non-basic financial instruments is recorded through profit and loss.

Employee benefits
Short term employee benefits including holiday pay and annual bonuses are accrued as services are rendered. Contributions to defined contribution pension schemes are charged to the income statement as they become payable in accordance with the rules of the scheme. Differences between contributions payable in the period and those actually paid are shown as either accruals or prepayments in the balance sheet.

Significant judgements and estimates
The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgements that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the period. The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet date are discussed below.

Tangible fixed assets
Determining the period over which to depreciate different classes of tangible assets requires management to make an estimate of the useful economic life of these assets. Management are also required to estimate the residual value of property, which will have an effect on the amount of depreciation charged.

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

3. EMPLOYEES AND DIRECTORS
2023 2022
£    £   
Wages and salaries 2,604,612 2,179,255
Social security costs 185,619 161,340
Other pension costs 86,855 39,228
2,877,086 2,379,823

The average number of employees during the year was as follows:
2023 2022

Directors and management 3 3
Residential care staff 146 124
149 127

2023 2022
£    £   
Directors' remuneration 37,492 56,163
Directors' pension contributions to money purchase schemes 831 1,321

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 1 1

4. OPERATING PROFIT

The operating profit is stated after charging:

2023 2022
£    £   
Depreciation - owned assets 115,802 117,095
Goodwill amortisation 574,943 574,943
Auditors' remuneration 7,535 8,820
Other non- audit services 15,089 15,453

5. INTEREST PAYABLE AND SIMILAR EXPENSES
2023 2022
£    £   
HM Revenue & Customs interest - (2,339 )
Loan interest 495,757 242,515
Other interest payable 138,199 41,550
633,956 281,726

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

6. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2023 2022
£    £   
Current tax:
UK corporation tax 281,894 286,886
Prior year charge - 86,292
Associates corporation tax 108,141 70,693
Total current tax 390,035 443,871

Deferred tax:
Deferred tax 68,618 4,681
Associates deferred tax 15,757 4,174
Total deferred tax 84,375 8,855

Tax on profit 474,410 452,726

UK corporation tax has been charged at 23.52 % .

Reconciliation of total tax 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:

2023 2022
£    £   
Profit before tax 1,138,908 1,578,381
Profit multiplied by the standard rate of corporation tax in the UK
of 23.520 % (2022 - 19 %)

267,871

299,892

Effects of:
Income not taxable for tax purposes (102,666 ) (96,407 )
Depreciation in excess of capital allowances 20,479 16,541
Amortisation of goodwill not allowable 171,880 138,848
Deferred tax not recognised 22,034 7,560
Prior year underprovided - 86,292
Deferred tax at different rates 94,812 -
Total tax charge 474,410 452,726

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

7. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


8. DIVIDENDS
2023 2022
£    £   
Ordinary A shares of £1 each
Interim 50,000 50,000
Ordinary B shares of £1 each
Interim 50,000 50,000
Ordinary C shares of £1 each
Interim 50,000 50,000
150,000 150,000

9. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 1 January 2023
and 31 December 2023 11,498,864
AMORTISATION
At 1 January 2023 1,614,867
Amortisation for year 574,943
At 31 December 2023 2,189,810
NET BOOK VALUE
At 31 December 2023 9,309,054
At 31 December 2022 9,883,997

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

10. TANGIBLE FIXED ASSETS

Group
Fixtures
Freehold Plant and and Motor
property machinery fittings vehicles Totals
£    £    £    £    £   
COST
At 1 January 2023
and 31 December 2023 6,772,519 2,526 45,233 593 6,820,871
DEPRECIATION
At 1 January 2023 310,790 1,181 21,153 331 333,455
Charge for year 110,651 269 4,816 66 115,802
At 31 December 2023 421,441 1,450 25,969 397 449,257
NET BOOK VALUE
At 31 December 2023 6,351,078 1,076 19,264 196 6,371,614
At 31 December 2022 6,461,729 1,345 24,080 262 6,487,416

11. FIXED ASSET INVESTMENTS

Group
Interest
in
associate
£   
COST
At 1 January 2023 3,351,310
Share of profit/(loss) (126,856 )
At 31 December 2023 3,224,454
NET BOOK VALUE
At 31 December 2023 3,224,454
At 31 December 2022 3,351,310

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

11. FIXED ASSET INVESTMENTS - continued

Company
Shares in Interest
group in
undertakings associate Totals
£    £    £   
COST
At 1 January 2023
and 31 December 2023 20,100,000 3,316,500 23,416,500
NET BOOK VALUE
At 31 December 2023 20,100,000 3,316,500 23,416,500
At 31 December 2022 20,100,000 3,316,500 23,416,500

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiary

Windmill Care Limited
Registered office: The Meadows, Cranleigh Court Road, Yate, Bristol BS37 5DW
Nature of business: Residential care facilities for elderly
%
Class of shares: holding
Ordinary 100.00
2023 2022
£    £   
Aggregate capital and reserves 2,519,831 2,451,931
Profit for the year 767,900 1,102,859

Associated company

Windmill Care (2015) Limited
Registered office: The Meadows, Cranleigh Court Road, Yate, Bristol BS37 5DW
Nature of business: Residential care facilities for elderly
%
Class of shares: holding
Ordinary C shares 33.33
2023 2022
£    £   
Aggregate capital and reserves 2,103,741 2,016,799
Profit for the year 877,422 880,666


WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group
2023 2022
£    £   
Trade debtors 226,621 280,252
Other debtors 690,031 676,977
Tax - 54,142
916,652 1,011,371

13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
£    £    £    £   
Bank loans and overdrafts (see note 15)
1,013,334

451,350

-

-
Trade creditors 94,837 63,323 - -
Corporation tax 125,924 - - -
Social security and other taxes 48,518 39,682 - -
Other creditors 3,782,978 3,223,902 7,211,741 6,208,740
Accruals and deferred income 304,620 172,735 186,906 48,482
5,370,211 3,950,992 7,398,647 6,257,222

14. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group Company
2023 2022 2023 2022
£    £    £    £   
Bank loans (see note 15) 6,772,454 7,785,788 - -
Other creditors 7,800,000 7,800,000 7,800,000 7,800,000
14,572,454 15,585,788 7,800,000 7,800,000

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

15. LOANS

An analysis of the maturity of loans is given below:

Group
2023 2022
£    £   
Amounts falling due within one year or on demand:
Bank loans 1,013,334 451,350
Amounts falling due between one and two years:
Bank loans 236,399 7,785,788
Amounts falling due between two and five years:
Bank loans 6,536,055 -

16. PROVISIONS FOR LIABILITIES

Group
2023 2022
£    £   
Deferred tax
Accelerated capital allowances 318,493 239,043
Other timing differences (11,544 ) (712 )
306,949 238,331

Group
Deferred
tax
£   
Balance at 1 January 2023 238,331
Charge to Income Statement during year 68,618
Balance at 31 December 2023 306,949

WINDMILL CARE GROUP LIMITED (REGISTERED NUMBER: 12295132)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

17. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
20 Ordinary A £1 20 20
20 Ordinary B £1 20 20
20 Ordinary C £1 20 20
60 60

Each class of share rank equally in all respects.

18. RELATED PARTY DISCLOSURES

During the period, dividends totalling £150,000 (2022 - £150,000) were paid to directors.

At the year end, an amount of £600,000 (2022 - £600,000) was owed to the group by, and £2,897,900 (2022 - £2,421,900) was owed by the group to, Windmill Care (2015) Limited, a company in which Windmill Care Group Limited holds a 33% interest. The former amount is subject to informal repayment terms, with interest being charged at 2.5% per annum. The amount is unsecured. During the period interest of £15,000 (2022 - £15,000) was charged to Windmill Care (2015) Limited. This company has also given a guarantee for £2.3m to Windmill Care (2015) Limited's bankers as security over a loan.

During the period the group made a management charge of £Nil (2022 - £275,000) to Windmill Care (2015) Limited.