Company Registration No. 09600243 (England and Wales)
AgPlus Holdings Limited
Unaudited accounts
for the year ended 31 December 2023
AgPlus Holdings Limited
Unaudited accounts
Contents
AgPlus Holdings Limited
Company Information
for the year ended 31 December 2023
Directors
Dr T Bacarese-Hamilton
Mr C D Getley
Mr R King
Mr D I Scott
Professor P Venge
Mr G Wolf
Dr S Venkataraman
Company Number
09600243 (England and Wales)
Registered Office
66 Lincoln's Inn Fields
London
WC2A 3LH
United Kingdom
Accountants
Jameson Accounting Services
87 Hillesden Avenue
Elstow
Bedford
Bedfordshire
MK42 9AJ
AgPlus Holdings Limited
Statement of financial position
as at 31 December 2023
Investments
102,530
102,530
Debtors
5,092,398
5,092,972
Cash at bank and in hand
201,860
720
Creditors: amounts falling due within one year
(326)
(1,313,537)
Net current assets
5,293,932
3,780,155
Total assets less current liabilities
5,396,462
3,882,685
Creditors: amounts falling due after more than one year
(24,963)
(34,857)
Net assets
5,371,499
3,847,828
Called up share capital
1,149,990
975,433
Share premium
4,242,140
2,893,026
Profit and loss account
(20,631)
(20,631)
Shareholders' funds
5,371,499
3,847,828
For the year ending 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies. The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with the provisions of FRS 102 Section 1A - Small Entities. The profit and loss account has not been delivered to the Registrar of Companies.
The financial statements were approved by the Board of Directors and authorised for issue on 18 September 2024 and were signed on its behalf by
Mr C D Getley
Director
Company Registration No. 09600243
AgPlus Holdings Limited
Notes to the Accounts
for the year ended 31 December 2023
AgPlus Holdings Limited is a private company, limited by shares, registered in England and Wales, registration number 09600243. The registered office is 66 Lincoln's Inn Fields, London, WC2A 3LH, United Kingdom.
2
Compliance with accounting standards
The accounts have been prepared in accordance with the provisions of FRS 102 Section 1A Small Entities. There were no material departures from that standard.
The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous year, and also have been consistently applied within the same accounts.
The accounts have been prepared under the historical cost convention as modified by the revaluation of certain fixed assets.
The accounts are presented in £ sterling.
The Company acts as a holding company to its UK wholly owned subsidiary, AgPlus Diagnostics Ltd, to which it provides financial support by the way of an interest free intercompany loan. The directors have prepared cash flow forecasts for the group as a whole. The group is reliant on additional funding being secured to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements and therefore a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern.
The directors consider additional funding to be likely based on historic experience and therefore have prepared the
financial statements on a going concern basis.
The financial statements contain information about AGPlus Holdings Limited as an individual company and do not contain consolidated financial information as the parent of the group. The Company is exempt under Section 399 of the Companies Act 2006 from the requirement to prepare group financial statements as it is subject to the small companies regime.
Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. The Company acts as a holding company and its only source of income is turnover representing recharges to its subsidiary company for the provision of administrative services and
interest payable on external debt.
Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.
AgPlus Holdings Limited
Notes to the Accounts
for the year ended 31 December 2023
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that
are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.
Non-financial assets
At each balance sheet date, the company reviews 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). The recoverable amount of an asset is the higher of its fair value less costs to sell and its 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. 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. 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.
Financial assets
Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
AgPlus Holdings Limited
Notes to the Accounts
for the year ended 31 December 2023
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Investments
Investment in subsidiary undertakings are recognised at cost of acquisition, plus associated costs, less any provisions for impairment.
Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.
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Investments
Subsidiary undertakings
Valuation at 1 January 2023
102,530
Valuation at 31 December 2023
102,530
The above investment relates to shares in the Company's subsidiary, AgPlus Diagnostics Ltd, with a registered office at 66 Lincoln's Inn Fields, London, WC2A 3LH, United Kingdom. The nature of business of AgPlus Diagnostics Ltd is the manufacturing and sale of medical and dental instruments and supplies. AgPlus Holdings Ltd owned 100% of the Ordinary share capital of AgPlus Diagnostics Ltd at 31 December 2023 (2022: 100%).
AgPlus Holdings Limited
Notes to the Accounts
for the year ended 31 December 2023
Amounts falling due within one year
Amounts due from group undertakings etc.
4,964,204
4,964,778
Other debtors
128,194
128,194
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Creditors: amounts falling due within one year
2023
2022
Bank loans and overdrafts
-
1,105,000
Taxes and social security
-
31,444
Bank loans represents convertible unsecured loan notes of £nil (2022: £1,105,000).
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Creditors: amounts falling due after more than one year
2023
2022
Other creditors
24,963
34,857
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Transactions with related parties
The Company has taken advantage of the exemption granted within Section 33 of FRS 102, which does not require disclosure of transactions between a subsidiary undertaking and other Group undertakings, as 100% of the Company’s
voting rights are controlled within the Group.
At the year end, there was an amount owing to the Company from the directors of £96,750 (2022: £96,750), this amount is unsecured, interest free and repayable on demand.
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Average number of employees
During the year the average number of employees was 0 (2022: 0).