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REGISTERED NUMBER: 10721304 (England and Wales)















Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 March 2024

for

Minster Care Group Limited

Minster Care Group Limited (Registered number: 10721304)

Contents of the Consolidated Financial Statements
for the Year Ended 31 March 2024










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 7

Independent Auditors' Report 10

Consolidated Income Statement 13

Consolidated Other Comprehensive Income 14

Consolidated Balance Sheet 15

Company Balance Sheet 16

Consolidated Statement of Changes in Equity 17

Company Statement of Changes in Equity 18

Consolidated Cash Flow Statement 19

Notes to the Consolidated Financial Statements 20


Minster Care Group Limited

Company Information
for the Year Ended 31 March 2024







DIRECTORS: J N Alflatt
M S Patel
C W Farebrother
P V Nicholls
M R Lingens





SECRETARY: J N Alflatt





REGISTERED OFFICE: 238 Station Road
Addlestone
Surrey
KT15 2PS





REGISTERED NUMBER: 10721304 (England and Wales)





AUDITORS: MHA
Statutory Auditors
Peterborough
United Kingdom

Minster Care Group Limited (Registered number: 10721304)

Group Strategic Report
for the Year Ended 31 March 2024


The directors present their strategic report of the company and the group for the year ended 31 March 2024.

PRINCIPAL ACTIVITY
The principal activity of the group is the operation of care homes for the elderly.

REVIEW OF BUSINESS
The group and its subsidiaries operate care homes for older people in England, Wales and Scotland, providing around 3,250 beds.

The group is proud of the valuable contribution of all staff team members whose unwavering commitment to supporting our residents has been consistently impressive despite the many challenges faced by the sector in recent years.

These financial statements report the trading of the Minster Care Group for the year to 31 March 2024 with comparatives provided for the year to 31 March 2023. Turnover for the year amounted to £136m compared to £123m for the previous year, an increase of 10.6%. Much of the increase in turnover was required to help meet rising costs as inflationary pressures during the year were a significant challenge to the business with costs rising in all key areas.

The group added no new services in the year and disposed of one 49 bed service in the early part of the financial year.

The group achieved a net pre-tax profit of £6.62m (2023 - £2.83m) after recognising depreciation, losses on fixed asset disposals and amortisation costs of just over £3.45m (2023 - £3.38m) and after recognising preference share dividends of £339,158 (2023 - £426,590) and interest of £156,932 (2023 - £135,985).

After adjusting for these items, the group achieved an EBITDA of £10.57m (2023 - £6.77m).

FUTURE PROSPECTS
The group remains focussed on its key performance indicators and consolidating on an improving operating background. The group's strategy is one of managed growth through appropriate acquisitions that fit with its business model, as well as extending existing facilities.

PRINCIPAL RISKS AND UNCERTAINTIES AND KEY PERFORMANCE INDICATORS
The group's operations expose it to a variety of risks. The group has in place a risk management programme that analyses and monitors exposure to these risks using Key Performance Indicators (KPIs).

The group uses a range of key performance indicators, both financial and non financial, to monitor its business. Monthly dashboard reporting includes consideration of occupancy levels (including numbers admitted and discharged), ratios of self pay clients and government funded clients, average fees, staff cost percentages and other costs per bed as well as a range of operational compliance measures on a home by home basis

Price risk

The group is exposed to supplier and labour price risk as a result of its operations. The group has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the group by monitoring and reviewing the suppliers' prices on a regular basis. In addition, the group has a well organised operational structure to ensure that labour is employed as effectively as possible. The group has no exposure to equity securities price risk as it holds no listed equity investments. The group's rental commitments are structured to increase in line with the Retail Prices Index, subject to a 4% cap and a 2% floor.

Minster Care Group Limited (Registered number: 10721304)

Group Strategic Report
for the Year Ended 31 March 2024

Price risk (continued)

KPIs used:
EBITDA and profit margins
Cost per capita for key spending categories

We have measured the performance of these KPIs against our forecasts and past experience and are pleased with overall performance whilst recognising there is room for improvement in some areas of the business.

Credit risk

The group contracts with publicly funded bodies or private individuals. Payment terms for private individuals are in advance as is usual in this type of business.

KPIs used:
Bad debt ratios
Debtor day measurement

Incidence of bad debt is, as expected, low given the customer base and payment terms.

Liquidity and cash flow risk

As a result of positive cash flows from operating activities and a net current asset position (excluding equity shown as debt), the directors do not consider liquidity or cashflow risk to be an issue, although these areas are closely monitored to ensure the Group's procedures continue to operate effectively.

Quality and regulation risk

The group depends on its continued service quality and compliance with regulations and standards of the Care Quality Commission and similar regulatory bodies. Failure to comply could result in regulatory action which could include penalties or revocation of licences to operate as well as having a detrimental effect on occupancy, reputation and costs.

KPIs used;
CQC reports and ratings
Internal audit data
Staffing levels

The group continues to evolve and improve its internal audit systems which it considers fit for purpose when measuring quality and compliance.

Fire safety risk

The directors believe that staff and service users should be as safe as possible from the threat of fire or from injury in the case of an outbreak of fire and that the best way to ensure that safety exists is to:

- have robust fire policies and procedures in place
- ensure that appointed fire wardens are in place in accordance with the law
- ensure that staff are well trained to cope with an outbreak of fire or an alarm.

The group has an online estates management system with policy documents and certification on all fire systems for service and maintenance with alert dates to ensure compliance.

Individual fire risk assessment and actions plans are held locally and centrally. Fire training forms part of the group's mandatory training programme which is monitored via an online training matrix.

Minster Care Group Limited (Registered number: 10721304)

Group Strategic Report
for the Year Ended 31 March 2024


Fire safety risk (continued)

External fire risk assessors are used where required to assist and ensure compliance and to support continuous improvement A partnering arrangement with South Tyneside Building Control provides support in ensuring fire compliance for existing and new buildings.

Risks related to infection and illness.

The group's elderly frail client group are particularly vulnerable to the effects of infection and illness. The risks to the group include a decline in occupancy and new admissions as well as the impact on the availability of staff if infections are contagious. The directors believe that its clients and staff should be protected as far as possible from the risk of infections and illness and has set policies to ensure environments and conditions are as safe as possible, including the provision of the necessary personal protective equipment and good infection control measures.

Staff resources risk

The group is reliant on its ability to attract and retain suitably qualified staff to ensure the continued provision of quality services. In doing so, it strives to provide pay rates in keeping with local market conditions, comprehensive training and monitoring of staff and providing good working conditions.

KPIs used;
Staff turnover levels
Ratios of employed staff against agency staff
Staff costs per client

The group's staff turnover levels remain within sector norms and continue to remain in line with group expectations. Ratios of agency staff were lower than forecast in the year and lower than last year reflecting the group's positive recruitment initiatives. The group continues to monitor levels of staff training and regularly reviews staff survey results.

Fee revenue risk

A significant proportion of the group's turnover is derived from government funded clients and as such the continuation of this policy and annual increases in fee rates is important for the group to maintain its margins. If fee rates do not rise in line with costs then the group is likely to suffer lower margins as a result.

KPIs used;
Ratios of private clients against government funded clients
Average fee rates
Occupancy rates

The group considers its average fee rates to be below the national average and that they offer value for money for service users. Increases in average fees during the year are mainly reflective of the highly inflationary nature of much of the group's cost base. Occupancy rates were on average slightly below expectations in the year reflecting the competitive nature of the market place. The ratio of private clients to Government funded clients increased slightly during the year.


Minster Care Group Limited (Registered number: 10721304)

Group Strategic Report
for the Year Ended 31 March 2024

SECTION 172 STATEMENT
Section 172 of the Companies Act 2006 requires directors to take into consideration the interests of stakeholders in their decision making. The directors continue to have regard to the interests of the group's and the company's employees and other stakeholders, including the impact of its activities on the community, the environment and the group's reputation, when making decisions. Acting in good faith and fairly between members, the directors consider what is most likely to promote the success of the group and company for its members in the long term. Whilst the importance of giving due consideration to our stakeholders is not new, we are explaining in more detail this year how the board engages with our stakeholders, thus complying with the requirement to include a statement setting out how our directors have discharged this duty.

In this context we note the following:

The directors are fully aware of their responsibilities to promote the success of the group and company in accordance with S172 of the Companies Act 2006. To ensure the group and the company complies, the board regularly reflects on how the group engages with its stakeholders and opportunities for enhancement in the future.

The board regularly reviews our principal stakeholders and how we engage with them. All stakeholders are key to ensuring the group's residents receive the best care and value for money. The stakeholder voice is brought into the boardroom through information provided by management and also by direct engagement with stakeholders themselves. Such stakeholders include shareholders, employees, customers, residents and the wider community in which the group operates. Regular residents meetings are recorded and help steer the strategic direction of each home. This includes refurbishment plans, extensions to the home and marketing. Resident engagement has been, and will continue to be, part of the group's strategy. The relevance of each stakeholder group may increase or decrease depending on the matter or issue in question, so the board seeks to consider the needs and priorities of each stakeholder group during its discussions and as part of its decision making.

The board continues to enhance its methods of engagement with the workforce and to work responsibly with our suppliers. The importance of supplier relationships is also recognised, as evidenced by paying suppliers to agreed terms.

The fundamental overriding principles in the governance of the group and the company is that of ensuring transparent conduct which reflects fairness in all dealings with shareholders, employees, customers and suppliers.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS
Matters relating to the group's engagement with suppliers, customers and others is included in the S172 statement above.

DISABLED EMPLOYEE POLICY
The group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for development exist for each disabled person. Arrangements are made wherever possible for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitude and abilities.


Minster Care Group Limited (Registered number: 10721304)

Group Strategic Report
for the Year Ended 31 March 2024

EMPLOYEE INVOLVEMENT AND ENGAGEMENT
It is the group's policy that the selection of employees for recruitment, training, development and promotion should be determined solely on their skills, abilities and other requirements which are relevant to the job, regardless of their gender, race, religion or disability.

The group recognises the value of its employees and places importance on communications with employees which takes place at many levels throughout the organisation on both a formal and informal basis. The personal development of employees is closely monitored so that appropriate training programmes can be designed with a view to assisting employees to achieve their own objectives as well as those of the group.

ON BEHALF OF THE BOARD:





J N Alflatt - Director


6 September 2024

Minster Care Group Limited (Registered number: 10721304)

Report of the Directors
for the Year Ended 31 March 2024


The directors present their report with the financial statements of the company and the group for the year ended 31 March 2024.

DIVIDENDS
Interim dividends of £350,000 were declared in respect of ordinary shares for the year ended 31 March 2024. Dividends paid on preference shares are disclosed in note 7 to the financial statements and are treated as interest payable in accordance with Financial Reporting Standard 102.

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

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

J N Alflatt
M S Patel
C W Farebrother
P V Nicholls
M R Lingens

GOING CONCERN
The directors have reasonable expectation that the group has adequate resources to continue in operation for the foreseeable future. The directors therefore believe that it is appropriate to prepare the financial statements on a going concern basis. Further details for the basis of which the directors have formed this opinion are found in note 2 to the financial statements.

STREAMLINED ENERGY AND CARBON REPORTING
Greenhouse Gas (GHG) Emissions
The group's calculated CO2 emissions for the year were 7,488 tCO2 (2023 - 8,108 tCO2), whilst energy consumption was 39,679,282 kWh. (2023 - 41,783,999 kWh) The figures relating to the consumption of gas and heating oil, electricity and transport fuel are set out below;

Gas Electricity Other Fuels

Consumption in kWh 30,411,455 8,558,779 709,048
Carbon emissions in
tCO2

5,549

1,804

135

The group operated 68 properties during the year, including its head office and thus consumption is equivalent to 583,519 kWh per property (2023 - 69 properties equivalent to 603,139 kWh per property). whilst carbon emissions are equivalent to 110.12 tCO2 (2023 - 117.42 tCO2) per property. Additionally, the group has seen a reduction in consumption per occupied bed from 14,680 kWh in 2023 to 13,903 kWh in 2024 and a reduction in emissions per occupied bed from 2.85 tCO2 in 2023 to 2.62 tCO2 in 2024.

Methodology
The group's consumption and emission figures were calculated by reference to consumption data prepared by the group's energy consultants for the year to 31 March 2024.












Minster Care Group Limited (Registered number: 10721304)

Report of the Directors
for the Year Ended 31 March 2024


Increasing Energy Efficiency
The board is pleased to note that the group's consumption and emissions on a per property and on a per occupied bed basis has decreased in the year. Much of the group's energy consumption comes from heating its homes which is key to the care of its elderly and vulnerable clients. The board is acutely aware of the impact of increased energy costs on the business as well as the need to increase energy efficiency. The board has an ongoing policy and programme of updating its properties to ensure that they are as energy efficient as possible, including installation of energy efficient boilers, heating systems and windows, as well as communicating to home managers the need to carefully consider their use of fuel.

DISCLOSURE IN THE STRATEGIC REPORT
Certain information required to be disclosed in the directors' report has been shown instead in the strategic report as allowed under S414C (11) CA2016.

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;
- state whether applicable accounting standards have been followed, subject to any material departures
disclosed and explained in the financial statements;
- 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.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

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

Minster Care Group Limited (Registered number: 10721304)

Report of the Directors
for the Year Ended 31 March 2024


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

ON BEHALF OF THE BOARD:




J N Alflatt - Director


6 September 2024

Independent Auditors' Report to the Members of
Minster Care Group Limited


Opinion
We have audited the financial statements of Minster Care Group Limited (the 'parent Company') and its subsidiaries for the year ended 31 March 2024, which comprise the Consolidated Profit and Loss Account, the Consolidated Statement of Comprehensive Income, the Consolidated and Company Balance Sheets, the Consolidated and Company Statement of Changes in Equity, the Consolidated Statement of cash flows and the related notes, 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's affairs as at 31 March 2024 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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

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

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

Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:

- the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Directors' Report have been prepared in accordance with
applicable legal requirements.

Independent Auditors' Report to the Members of
Minster Care Group Limited


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

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

- adequate accounting records have not been kept 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 Directors' Responsibilities Statement set out on page 8, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- Enquiry of management and those charged with governance around actual and potential litigation and claims;
- Enquiry of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations;
- Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness and reviewing accounting estimates for bias;
- Reviewing minutes of meetings of those charged with governance;
- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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 Auditor's Report.

Independent Auditors' Report to the Members of
Minster Care Group Limited


Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in 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.




Ian Jacobs BA FCA (Senior Statutory Auditor)
for and on behalf of MHA
Statutory Auditors
Peterborough
United Kingdom

6 September 2024

Minster Care Group Limited (Registered number: 10721304)

Consolidated Income Statement
for the Year Ended 31 March 2024

31.3.24 31.3.23
Notes £    £   

REVENUE 3 136,219,526 122,933,594

Cost of sales 93,296,129 85,212,384
GROSS PROFIT 42,923,397 37,721,210

Administrative expenses 37,187,377 35,256,811
5,736,020 2,464,399

Other operating income 4 1,248,210 914,541
OPERATING PROFIT 6 6,984,230 3,378,940

Interest receivable and similar income 138,775 12,932
7,123,005 3,391,872

Interest payable and similar expenses 7 496,090 562,575
PROFIT BEFORE TAXATION 6,626,915 2,829,297

Tax on profit 8 1,874,954 678,143
PROFIT FOR THE FINANCIAL YEAR 4,751,961 2,151,154
Profit attributable to:
Owners of the parent 4,751,961 2,151,154

Minster Care Group Limited (Registered number: 10721304)

Consolidated Other Comprehensive Income
for the Year Ended 31 March 2024

31.3.24 31.3.23
Notes £    £   

PROFIT FOR THE YEAR 4,751,961 2,151,154


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

4,751,961

2,151,154

Total comprehensive income attributable to:
Owners of the parent 4,751,961 2,151,154

Minster Care Group Limited (Registered number: 10721304)

Consolidated Balance Sheet
31 March 2024

31.3.24 31.3.23
Notes £    £   
FIXED ASSETS
Intangible assets 11 1,881,651 2,012,036
Property, plant and equipment 12 15,883,604 16,209,894
Investments 13 - -
17,765,255 18,221,930

CURRENT ASSETS
Inventories 14 179,309 181,972
Debtors 15 15,639,905 13,509,602
Cash at bank and in hand 11,801,522 9,435,623
27,620,736 23,127,197
CREDITORS
Amounts falling due within one year 16 (18,712,440 ) (18,870,183 )
NET CURRENT ASSETS 8,908,296 4,257,014
TOTAL ASSETS LESS CURRENT LIABILITIES 26,673,551 22,478,944

CREDITORS
Amounts falling due after more than one
year

17

(9,785,538

)

(9,992,892

)
NET ASSETS 16,888,013 12,486,052

CAPITAL AND RESERVES
Called up share capital 23 105,200 200
Retained earnings 16,782,813 12,485,852
SHAREHOLDERS' FUNDS 16,888,013 12,486,052

The financial statements were approved by the Board of Directors and authorised for issue on 6 September 2024 and were signed on its behalf by:





M S Patel - Director


Minster Care Group Limited (Registered number: 10721304)

Company Balance Sheet
31 March 2024

31.3.24 31.3.23
Notes £    £   
FIXED ASSETS
Intangible assets 11 - -
Property, plant and equipment 12 - -
Investments 13 12,679,570 12,679,570
12,679,570 12,679,570

CURRENT ASSETS
Debtors 15 45,426,200 20,123,868
Cash at bank 61,221 6,007,507
45,487,421 26,131,375
CREDITORS
Amounts falling due within one year 16 (47,835,756 ) (28,525,482 )
NET CURRENT LIABILITIES (2,348,335 ) (2,394,107 )
TOTAL ASSETS LESS CURRENT LIABILITIES 10,331,235 10,285,463

CREDITORS
Amounts falling due after more than one
year

17

(6,728,045

)

(6,728,045

)
NET ASSETS 3,603,190 3,557,418

CAPITAL AND RESERVES
Called up share capital 23 105,200 200
Retained earnings 3,497,990 3,557,218
SHAREHOLDERS' FUNDS 3,603,190 3,557,418

Company's profit for the financial year 395,772 577,452

The financial statements were approved by the Board of Directors and authorised for issue on 6 September 2024 and were signed on its behalf by:





M S Patel - Director


Minster Care Group Limited (Registered number: 10721304)

Consolidated Statement of Changes in Equity
for the Year Ended 31 March 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 April 2022 200 10,334,698 10,334,898

Changes in equity
Total comprehensive income - 2,151,154 2,151,154
Balance at 31 March 2023 200 12,485,852 12,486,052

Changes in equity
Increase in share capital 105,000 (105,000 ) -
Dividends - (350,000 ) (350,000 )
Total comprehensive income - 4,751,961 4,751,961
Balance at 31 March 2024 105,200 16,782,813 16,888,013

Minster Care Group Limited (Registered number: 10721304)

Company Statement of Changes in Equity
for the Year Ended 31 March 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 April 2022 200 2,979,766 2,979,966

Changes in equity
Total comprehensive income - 577,452 577,452
Balance at 31 March 2023 200 3,557,218 3,557,418

Changes in equity
Increase in share capital 105,000 (105,000 ) -
Dividends - (350,000 ) (350,000 )
Total comprehensive income - 395,772 395,772
Balance at 31 March 2024 105,200 3,497,990 3,603,190

Minster Care Group Limited (Registered number: 10721304)

Consolidated Cash Flow Statement
for the Year Ended 31 March 2024

31.3.24 31.3.23
Notes £    £   
Cash flows from operating activities
Cash generated from operations 30 10,038,925 4,075,967
Interest paid (128,915 ) (140,060 )
Finance costs paid (266,797 ) (519,697 )
Tax paid (924,147 ) (741,471 )
Net cash from operating activities 8,719,066 2,674,739

Cash flows from investing activities
Purchase of tangible fixed assets (2,857,369 ) (3,095,366 )
Sale of tangible fixed assets 615 23,367
Interest received 138,775 12,932
Net cash from investing activities (2,717,979 ) (3,059,067 )

Cash flows from financing activities
Preference shares redeemed in year - (2,694,026 )
Loans to related parties (3,190,000 ) -
Bank loan repayments (182,688 ) (192,165 )
Equity dividends paid (262,500 ) -
Net cash from financing activities (3,635,188 ) (2,886,191 )

Increase/(decrease) in cash and cash equivalents 2,365,899 (3,270,519 )
Cash and cash equivalents at beginning
of year

31

9,435,623

12,706,142

Cash and cash equivalents at end of
year

31

11,801,522

9,435,623

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements
for the Year Ended 31 March 2024


1. STATUTORY INFORMATION

Minster 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 consolidated financial statements
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value and in accordance with Financial Reporting Standard 102 (FRS102) issued by the Financial Reporting Council.

The parent company is included in the consolidated financial statements and it is considered to be a qualifying entity under FRS102 paragraphs 1.8 to 1.12. On that basis it has taken advantage of the exemption not to present a separate parent company cash flow statement with related notes.

The principal activities of the company and its subsidiaries (the group) and the nature of the group's operations are set out in the strategic report on pages two to six.

Going concern
The directors consider it appropriate to adopt the going concern basis of accounting in preparing these financial statements.

At the balance sheet date, the group had net current assets of £8,902,296 (2023 - £4,257,014) which included cash balances of £11,801,522 (2023 - £9,435,623). The cash balances are considered more than adequate to finance working capital requirements and the group has traded profitably since 31 March 2024, further increasing cash reserves. Moreover, the group traded ahead of what was required under the covenants relating to its leases and it is forecast to continue to do so.

The group worked closely with its suppliers to both ensure continuity of supply and to negotiate competitive pricing. Occupancy is constantly monitored and the group is working closely with Local Authorities and Clinical Commissioning Groups to manage and monitor demand and supply and to ensure appropriate communication to all our stakeholders.

The directors have performed a going concern assessment for a period of at least 12 months following the date of approval of these financial statements, including detailed cash flow forecasts, which indicate that, taking account of reasonably predictable downsides, the group will have sufficient funds to continue as a going concern. Directors have a strong communication line with shareholders and provide regular updates on the performance of the business. As a result the directors are comfortable the group would have the continued support of the shareholders if it was required, however such a situation is considered to be highly improbable.

Based on the above the Directors believe it remains appropriate to prepare the financial statements on a going concern basis. The financial statements do not include any adjustments that would result from the basis of preparation being inappropriate.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


2. ACCOUNTING POLICIES - continued

Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March 2024.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of any subsidiaries acquired or disposed of during the period are included in the Consolidated Income Statement and the Consolidated Other Comprehensive Income Statement, from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with those of the group. All intra-group transactions, balances, income and expenditure are eliminated on consolidation.

The excess of the cost of acquisition over the group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the acquired entities recognised at the date of acquisition is recognised as goodwill arising on the acquisition of an entity.

Significant judgements and estimates
In applying the group's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors' judgement, estimates, and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors considered to be applicable. Due to the inherent subjectivity in making such judgements, estimates and assumptions, the actual results and outcomes may differ.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised, if the revision affects only that year, or in the year of the revision and future years, if the revision affects both current and future years.

Assessing indicators of impairment
Non-financial assets

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.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units of which the goodwill is a part. Any impairment loss in respect of a cash generating unit ("CGU") is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

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. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


2. ACCOUNTING POLICIES - continued
Financial assets

For financial assets carried at amortised cost, the amount of an 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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below;

Going concern
The preparation of the financial statements on a going concern basis is based on the assessment of the forecast performance of the business for a period of at least 12 months following the date of approval of these financial statements. This assessment includes a degree of judgement in terms of key areas including occupancy levels, fee rates and the timing of cash flows. In undertaking this assessment, the directors have made assumptions and estimates relating to these key areas and applied sensitivity analysis to ascertain the impact of those sensitivities on their forecasts.

Deferred tax asset
The deferred tax asset arises predominantly due to future timing differences in the interaction of depreciation and capital allowances. The deferred tax asset is calculated on the basis that the directors estimate that the group will continue to make taxable profits in excess of capital allowances available for the foreseeable future and thus the excess capital allowances will be fully utilised over time. The deferred tax asset is calculated at current corporation tax rates. Any increase of decrease in that rate will lead to an increase or decrease in the value of the asset.

Amortisation of goodwill
The directors consider that the amortisation of goodwill over a period of 20 years is justified having considered the useful economic life of that asset.

Determining residual values and useful economic lives of tangible fixed assets
The group depreciates tangible assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, life cycles and maintenance programmes.

Judgment is applied by management when determining the residual values for tangible fixed assets. When determining the residual value, management aim to assess the amount that the group would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful economic life. Where possible this is done with reference to external market prices.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


2. ACCOUNTING POLICIES - continued

Business combinations and goodwill
Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to the group.

The cost of a business combination is the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the group in exchange for control and the costs directly attributable to the business combination. The consideration transferred includes the estimate of any asset or liability resulting from a contingent consideration arrangement where the transfer of further consideration is probable and can be measured reliably. Identifiable assets acquired and liabilities and contingent liabilities assumed in the business combination are measured initially at their fair values at the acquisition date. Contingent liabilities are only recognised where the fair value can be measured reliably.

The group measures goodwill at the acquisition date as the excess of the cost of the business combination over the acquirer's interest in the net amount of the identifiable assets, liabilities and contingent liabilities recognised.

When the excess is negative, the negative goodwill arising is recognised separately on the face of the balance sheet and released up to the fair value of the non-monetary assets as the non-monetary assets are recovered and otherwise in the periods expected to be benefited.

Goodwill is amortised evenly over its estimated useful life of 20 years. The directors consider that goodwill has an estimated useful life of 20 years as this matches the lease term of the premises from where the business operates.

Intangible assets
Separately acquired intangible assets are initially recognised at cost and are subsequently amortised over their useful economic lives.

Intangible assets acquired in a business combination are recognised separately from goodwill when it is probable that the expected future economic benefits that are attributable to the asset will flow to the group and the asset is separable or arises from contractual or other legal rights. Such intangibles are initially recognised at fair value at the date of acquisition and are subsequently amortised over their useful economic lives.

Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

The group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


2. ACCOUNTING POLICIES - continued

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Long leasehold- 5% on cost
Fixtures & fittings- 25% on cost
Motor vehicles- 25% on cost
Improvements to
property

- 5% on cost
Freehold property- 2% on cost

Investments in subsidiaries
Investments in subsidiaries are stated at cost less any provision for impairment.

Inventories
Inventories are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

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

Trade and other debtors and creditors are classified as basic financial instruments and measured at 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 will 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, short-term bank deposits with an original maturity of three months or less 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 company are recorded at the proceeds received, net of direct issue costs.

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

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.


Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


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

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

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

Pension costs and other post-retirement benefits
The 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.

The group took on a defined benefit pension scheme run by the London Borough of Ealing on 2 March 2020 at which point the overall net value of the fund was £nil. An actuarial report was obtained in January 2023 which demonstrated a surplus on the scheme of £10,500 at 31 March 2022.

Lease commitments
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the profit and loss account over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Normal rentals payable under operating leases are charged over the lease term as incurred. Initial rentals paid on the signing of leases are spread on a straight-line basis over the lease term.

The directors have considered the terms and conditions of the leases that the group has entered into as well as assessing the net present value of minimum future payments under those leases and have concluded that all leases meet the criteria for them to be treated as operating leases.

Revenue
Revenue is the total amount receivable by the group for resident fees, excluding value added tax, for the services provided during the year.

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


2. ACCOUNTING POLICIES - continued

Rendering of services
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following condition are satisfied:

- The amount of revenue can be measured reliably,
- It is probable that the company will receive the consideration due under the contract,
- The stage of completion of the contract at the end of the reporting period can be measured reliably,
- The costs incurred and the costs to complete the contract can be measured reliably.

Employee costs
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 profit or loss as they become payable in accordance with the rules of the scheme. Differences between contributions payable in the year and those actually paid are shown as either accruals or prepayments in the balance sheet.

3. REVENUE

The group's turnover is all derived from the provision of care services. The directors are of the opinion that the group has no substantially different classes of business nor does it supply substantially different geographical markets.

4. OTHER OPERATING INCOME
31.3.24 31.3.23
£    £   
Sundry receipts 1,248,210 914,541

Sundry receipts predominantly relate to supplier rebates, grants, rental income and other sundry income.

5. EMPLOYEES AND DIRECTORS
31.3.24 31.3.23
£    £   
Wages and salaries 75,360,467 65,443,628
Social security costs 5,920,891 5,078,245
Other pension costs 1,558,532 1,444,584
82,839,890 71,966,457

The average number of employees during the year was as follows:
31.3.24 31.3.23

Operations 3,576 3,428
Administrative 108 107
3,684 3,535

31.3.24 31.3.23
£    £   
Directors' remuneration 447,606 428,562
Directors' pension contributions to money purchase schemes 35,443 27,818

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


5. EMPLOYEES AND DIRECTORS - continued

Information regarding the highest paid director is as follows:
31.3.24 31.3.23
£    £   
Emoluments etc 135,710 136,572
Pension contributions to money purchase schemes 25,316 20,816

6. OPERATING PROFIT

The operating profit is stated after charging:

31.3.24 31.3.23
£    £   
Hire of plant and machinery 74,038 97,185
Depreciation - owned assets 3,264,754 3,135,921
Loss on disposal of fixed assets 59,619 119,068
Goodwill amortisation 130,385 130,385
Auditors' remuneration 55,000 55,000

7. INTEREST PAYABLE AND SIMILAR EXPENSES
31.3.24 31.3.23
£    £   
Bank loan interest 128,915 135,985
Other interest 28,017 -
Dividend - B Preference Shares - 90,188
Dividend - A Preference Shares 339,158 336,402
496,090 562,575

Dividends payable in respect of preference shares are included within interest payable in accordance with Financial Reporting Standard 102.

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.3.24 31.3.23
£    £   
Current tax:
UK corporation tax 1,582,330 137,378

Deferred tax 292,624 540,765
Tax on profit 1,874,954 678,143

UK corporation tax has been charged at 25 % (2023 - 19 %).

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


8. TAXATION - continued

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:

31.3.24 31.3.23
£    £   
Profit before tax 6,626,915 2,829,297
Profit multiplied by the standard rate of corporation tax in the UK of
25 % (2023 - 19 %)

1,656,729

537,566

Effects of:
Expenses not deductible for tax purposes 218,225 177,423
Effect of change of rate of Corporation Tax - (36,846 )
Total tax charge 1,874,954 678,143

9. 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.


10. DIVIDENDS
31.3.24 31.3.23
£    £   
Ordinary shares of £1 each
Interim 350,000 -

11. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 1 April 2023
and 31 March 2024 2,607,707
AMORTISATION
At 1 April 2023 595,671
Amortisation for year 130,385
At 31 March 2024 726,056
NET BOOK VALUE
At 31 March 2024 1,881,651
At 31 March 2023 2,012,036

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


12. PROPERTY, PLANT AND EQUIPMENT

Group
Improveme
Land and Long to
buildings leasehold property
£    £    £   
COST
At 1 April 2023 4,000,000 7,565,176 20,958
Additions - 583,895 -
Disposals - (87,446 ) -
At 31 March 2024 4,000,000 8,061,625 20,958
DEPRECIATION
At 1 April 2023 96,728 2,376,516 3,055
Charge for year 67,272 389,670 1,048
Eliminated on disposal - (84,280 ) -
At 31 March 2024 164,000 2,681,906 4,103
NET BOOK VALUE
At 31 March 2024 3,836,000 5,379,719 16,855
At 31 March 2023 3,903,272 5,188,660 17,903

Fixtures
and Motor
fittings vehicles Totals
£    £    £   
COST
At 1 April 2023 20,049,902 185,485 31,821,521
Additions 2,414,802 - 2,998,697
Disposals (8,797,010 ) (124,904 ) (9,009,360 )
At 31 March 2024 13,667,694 60,581 25,810,858
DEPRECIATION
At 1 April 2023 13,006,862 128,466 15,611,627
Charge for year 2,782,872 23,892 3,264,754
Eliminated on disposal (8,739,943 ) (124,904 ) (8,949,127 )
At 31 March 2024 7,049,791 27,454 9,927,254
NET BOOK VALUE
At 31 March 2024 6,617,903 33,127 15,883,604
At 31 March 2023 7,043,040 57,019 16,209,894

Included in cost of land and buildings is freehold land of £720,000 (2023 - £720,000) which is not depreciated.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


13. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertaking
£   
COST
At 1 April 2023
and 31 March 2024 12,679,570
NET BOOK VALUE
At 31 March 2024 12,679,570
At 31 March 2023 12,679,570


Details of undertakings

Details of the investments in subsidiaries in which the company holds any class of share capital are as follows:

Minster Care Management Limited
Willmotts Healthcare Limited
Daimler Green Care Home Limited
Minster Haverhill Limited
Mulberry Manor Ltd
Alpha Care Management Services Limited
Alphacare Management Services No. 2 Limited
Alpha Care Management Services No.3 Limited
Templecare Limited (a wholly owned subsidiary of Minster Care Management Limited)
Abbotsford Care Limited (a wholly owned subsidiary of Minster Care Management Limited)
Downing (Barwell) Limited (a wholly owned subsidiary of Minster Care Management Limited)
Amberley House Care Limited (a wholly owned subsidiary of Minster Care Management Limited)
Quarter Care Ltd. (a wholly owned subsidiary of Minster Care Management Limited)
Dove Care Homes Limited (a wholly owned subsidiary of Templecare Limited)
Croftwood Care Ltd
Croftwood Care (Cheshire)
Croftwood Care (UK) Limited
Westhaven Care Limited (a wholly owned subsidiary of Croftwood Care Limited)
Stansty House Ltd (a wholly owned subsidiary of Willmotts Healthcare Limited)
Minster Care Ealing Limited
Minster Care Services Limited
Minster Care Limited
Minster Care Cheaney Limited (a wholly owned subsidiary of Alphacare Management Services No.2 Limited)

All of the above companies are registered in England and Wales except Quarter Care Limited (registered in Scotland). Minster Care Group Limited holds, directly or indirectly, 100% of the issued share capital and voting rights in each subsidiary. All companies registered in England and Wales have their registered office at 238 Station Road, Addlestone, Surrey KT15 2PS. Quarter Care Limited has its registered office at 72 Croftcroighn Road, Ruchazie, Glasgow G33 3SE.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


14. INVENTORIES

Group
31.3.24 31.3.23
£    £   
Consumables 179,309 181,972

15. DEBTORS

Group Company
31.3.24 31.3.23 31.3.24 31.3.23
£    £    £    £   
Amounts falling due within one year:
Trade debtors 8,585,419 9,628,342 - -
Amounts owed by group undertakings - - 42,236,000 20,123,868
Other debtors 4,196,328 57,726 3,190,200 -
Tax - 336,011 - -
Deferred tax asset - 10,384 - -
Prepayments 2,449,101 2,785,841 - -
15,230,848 12,818,304 45,426,200 20,123,868

Amounts falling due after more than one year:
Deferred tax asset 409,057 691,298 - -

Aggregate amounts 15,639,905 13,509,602 45,426,200 20,123,868

Deferred tax asset
Group Company
31.3.24 31.3.23 31.3.24 31.3.23
£    £    £    £   
Deferred tax 409,057 701,682 - -

16. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.3.24 31.3.23 31.3.24 31.3.23
£    £    £    £   
Bank loans and overdrafts (see note 18) 224,280 199,614 - -
Payments on account 3,615,568 4,695,915 - -
Trade creditors 2,885,628 3,573,965 - 271,197
Amounts owed to group undertakings - - 47,356,147 27,996,297
Tax 322,172 - - -
Social security and other taxes 3,439,696 2,771,443 - -
Other creditors 3,342,072 2,206,824 149,260 -
Accruals and deferred income 4,883,024 5,422,422 330,349 257,988
18,712,440 18,870,183 47,835,756 28,525,482

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


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

Group Company
31.3.24 31.3.23 31.3.24 31.3.23
£    £    £    £   
Bank loans (see note 18) 3,057,493 3,264,847 - -
Preference shares (see note 18) 6,728,045 6,728,045 6,728,045 6,728,045
9,785,538 9,992,892 6,728,045 6,728,045

18. LOANS

An analysis of the maturity of loans is given below:

Group Company
31.3.24 31.3.23 31.3.24 31.3.23
£    £    £    £   
Amounts falling due within one year or on demand:
Bank loans 224,280 199,614 - -
Amounts falling due between one and two years:
Bank loans - 1-2 years 215,393 207,354 - -
Amounts falling due between two and five years:
Bank loans - 2-5 years 697,595 671,557 - -
Amounts falling due in more than five years:
Repayable otherwise than by instalments
Preference shares 6,728,045 6,728,045 6,728,045 6,728,045
Repayable by instalments
Bank loans - more than 5 years 2,144,505 2,385,936 - -

The directors have considered the terms and rights attached to the A preference shares and concluded that they need to be recognised as a liability in the balance sheet.

A preference shares are non-redeemable and attract a cumulative dividend at a rate of 5% per annum. On the basis that they are non-redeemable, the liability in respect of these shares has been classified as falling due after more than five years.

Details of shares shown as liabilities are as follows:

Allotted, issued and fully paid:
Number: Class: Nominal 31.3.24 31.3.23
value: £    £   
6,728,045 A Preference £1 6,728,045 6,728,045

19. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


Group
Non-cancellable operating leases
31.3.24 31.3.23
£    £   
Within one year 16,558,340 16,584,831
Between one and five years 68,319,276 69,594,155
In more than five years 183,691,881 190,857,742
268,569,497 277,036,728

Leasing payments recognised as an expense in the financial statements amounted to £16,688,438 (2023 - £16,461,805).

20. SECURED DEBTS

The following secured debts are included within creditors:

Group
31.3.24 31.3.23
£    £   
Bank loans 3,281,773 3,464,461

Bank borrowings are secured by a fixed and floating charge over the assets of Alphacare Management Services No.2 Limited, including its freehold property.

21. FINANCIAL INSTRUMENTS

Group Company
31.03.24 31.03.23 31.03.24 31.03.23
£    £    £    £   
Financial assets

Financial assets that are debt instruments
measured at amortised cost.

12,781,747

9,686,068

45,426,200

20,123,868
12,781,747 9,686,068 45,426,200 20,123,868
Financial liabilities

Financial liabilities measured at
amortised cost

21,120,542

21,395,717

47,835,756

35,253,527
21,120,542 21,395,717 47,835,756 35,253,527

Financial assets measured at amortised cost comprise trade debtors, amounts owed by group undertakings and other debtors.

Financial liabilities measured at amortised cost comprise trade creditors, amounts owed to group companies, bank and other loans, directors' loan accounts, the value of preference shares issued, accruals and deferred income.

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


22. DEFERRED TAX

Group
£   
Balance at 1 April 2023 (701,682 )
Charge to Income Statement during year 292,625
Balance at 31 March 2024 (409,057 )

23. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.3.24 31.3.23
value: £    £   
105,200 Ordinary £1 105,200 200

105,000 ordinary shares were issued by way of a bonus issue from reserves on 11 September 2023.

Ordinary shares carry voting rights, an entitlement to dividends as declared by the board and an entitlement to share in the capital of the company after all preference shares have been paid at their paid up value and after any arrears of preference dividends have been paid.

Preference shares carry no voting rights, attract dividends at 5% per annum and a right to a return of capital equal to their paid up value. See note 18 for further details.

24. ULTIMATE PARENT COMPANY

Khushi Holdings Limited (incorporated in Jersey ) is regarded by the directors as being the company's ultimate parent company.

25. CONTINGENT LIABILITIES

The Company is providing certain wholly owned UK subsidiaries (as disclosed in note 33 and which are included within these Group consolidated financial statements) with guarantee of their respective debts in the form prescribed by Section 479C of the Companies Act 2006 ("The Act") such that they can claim exemption from requiring an audit in accordance with Section 479A of the Act. These guarantees cover all of the outstanding actual and contingent liabilities of these companies at 31 March 2024.

26. CAPITAL COMMITMENTS
31.3.24 31.3.23
£    £   
Contracted but not provided for in the
financial statements - -

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


27. RELATED PARTY DISCLOSURES

Minster Care Management Limited and Croftwood Care UK Limited have entered into 20 year leases with Impact Healthcare REIT Plc (Impact), the owner of certain care home properties operated by those entities. At 31 March 2024 the leases had an unexpired term of 13 years. During the period Minster Care Management Limited paid rent to Impact of £10,703,066 (2023 - £10,542,058) and Croftwood Care UK Limited paid £5,896,234 (2023 - £5,581,126). Mr Patel, Mr Alflatt and Mr Cowley are shareholders in both the parent of Minster Care Group Limited and in Impact Healthcare REIT Plc.

During the period, Minster Care Management expensed £558,894 (2023 - £nil) on care home properties and Croftwood Care UK Limited expensed £513,375 (2023 - £nil) on care home properties. These sums are reimbursed by Impact Healthcare REIT Plc and rentalised.

During the year Whitegate Ventures Limited charged, and was paid, £48,841 for consultancy and expenses (2023 - £33,676). At the year end, Minster Care Management Limited owed £10,470 (2023 - nil). Mr Patel and his son are directors of Whitegate Ventures Limited.

Minster Care Management Limited leases its head office from Old Stables Harrow Limited (a company controlled by a trust settled by Mahesh Patel) for an annual rental of £60,000 (2023 - £60,000).

During the year Minster Care Management Limited made advances and payments on behalf of Oaktree Care Limited, a company in which Mr Alflatt is a director and shareholder totalling £12,764 (2023 - £20,750). During the year the balance was repaid in full. At the year end Minster Care Management Limited was owed £nil (2023 - £61,889).

During the period the company redeemed £nil (2023 - £2,694,026) of B preference shares issued to family members of Mr Patel.

During the year Mr Patel, his spouse and Mr Alflatt transferred shares in Minster Care Group Limited to Khushi Holdings Limited, a newly established Jersey registered company and now the ultimate parent company, in exchange for shares or loan notes in Khushi Holdings Limited. During the year Minster Care Group Limited paid £200,740 of setup and transaction fees on behalf of Khushi Holdings Limited. A dividend of £262,500 was declared payable to Khushi holdings in the year, which remains outstanding at the year end. A balance of £61,760 remained payable to Khushi Holdings Limited at the year end.

Minster Care Management Limited made short term working capital advances to Amicura Limited a company with the same ultimate parent. Total advances during the year were £429,860 (2023 - £338,738). At the year end Minster Care Management Limited was owed £38,605 (2023 - £Nil) by Amicura Limited.

During the year Minster Care Group Limited advanced £3,000,000 to Amicura Limited. The loan is interest free, repayable on demand and remained outstanding at the year end.

During the year Minster Care Group Limited advanced £190,000 to Diamond House Care Home Limited, a company controlled by family members of Mr Patel. The loan is interest free, repayable on demand and remained outstanding at the year end.

During the year, Minster Care Management Limited entered into an agreement with Impact and Silverline Care (Impact) Limited (a company controlled by Mr Patel's spouse) and its subsidiaries to manage seven care homes operated under the Silverline brand in exchange for a management fee. At the year end, management fees of £192,000 had been accrued and remained unpaid.


Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


The group has taken advantage of FRS 102 section 33.7A in relation to key management personnel compensation.

Preference shares in Minster Care Group Ltd are held as follows:



Party

Relationship
A Pref
Shares
Fort Trustees Ltd as trustee of the
Mahesh & Alka Patel 2003 Trust
M Patel family Trust 202,887
Bilandor Investments Ltd Investment company of M Patel family
trust
406,895
Wisteria Investments Ltd Investment company of Patel family
trust
3,486,289
The Elm Trust Trust in which family members of
Mahesh Patel are beneficiaries
254,787
John Alflatt Director and shareholder 383,832
Colin Farebrother Director and shareholder 156,342
Mahesh Patel Director and shareholder 1,837,013
6,728,045

A preference shares are non redeemable.

28. POST BALANCE SHEET EVENTS

Since the reporting date, the group has disposed of the operational activities of five homes for a nominal
sum, as part of an ongoing strategic review of operations. These homes contributed turnover in the year to
31 March 2024 of £8,119,991 and a trading profit of £201,303.

29. ULTIMATE CONTROLLING PARTY

Mahesh and Alka Patel are considered to be the ultimate controlling party by virtue of their interest in the shares of the company's parent and the ability to act in concert.

30. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
31.3.24 31.3.23
£    £   
Profit before taxation 6,626,915 2,829,297
Depreciation charges 3,395,139 3,266,307
Loss on disposal of fixed assets 59,619 119,068
Finance costs 496,090 562,575
Finance income (138,775 ) (12,932 )
10,438,988 6,764,315
Decrease in inventories 2,663 3,291
Decrease/(increase) in trade and other debtors 431,061 (1,143,831 )
Decrease in trade and other creditors (833,787 ) (1,547,808 )
Cash generated from operations 10,038,925 4,075,967

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


31. 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 March 2024
31.3.24 1.4.23
£    £   
Cash and cash equivalents 11,801,522 9,435,623
Year ended 31 March 2023
31.3.23 1.4.22
£    £   
Cash and cash equivalents 9,435,623 12,706,142


32. ANALYSIS OF CHANGES IN NET (DEBT)/FUNDS

At 1.4.23 Cash flow At 31.3.24
£    £    £   
Net cash
Cash at bank and in hand 9,435,623 2,365,899 11,801,522
9,435,623 2,365,899 11,801,522
Debt
Debts falling due within 1 year (199,614 ) (24,666 ) (224,280 )
Debts falling due after 1 year (9,992,892 ) 207,354 (9,785,538 )
(10,192,506 ) 182,688 (10,009,818 )
Total (756,883 ) 2,548,587 1,791,704

Minster Care Group Limited (Registered number: 10721304)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 March 2024


33. AUDIT EXEMPTION FOR SUBSIDIARIES

For the period ended 31 March 2024 the following subsidiaries of the company were entitled to exemption from audit under S479A of the Companies Act 2006 relating to subsidiary companies:


Subsidiary Name
Companies House
Registration Number

Minster Care Management Limited 03676785
Croftwood Care UK Limited 10721289
Croftwood Care (Cheshire) Limited 10265522
Alpha Care Management Services Limited 05578087
Alphacare Management Services No.2 Limited 05620557
Alpha Care Management Services No. 3 Limited 09740080
Minster Care Ealing Limited 12008357
Quarter Care Ltd SC124088
Minster Care Services Limited 12698486
Minster Care Cheaney Limited 09896024

For the period ended 31 March 2024 the following subsidiaries of the company were entitled to exemption from audit under S480 of the Companies Act 2006 relating to subsidiary companies:

Templecare Limited 03074014
Dove Care Homes Limited 02058163
Abbotsford Care Limited 05761303
Downing (Barwell) Limited 03901381
Willmotts Healthcare Limited 04361380
Stansty House Ltd 06769818
Daimler Green Care Home Limited 05379712
Minster Haverhill Limited 05886655
Mulberry Manor Ltd 07315247
Croftwood Care Ltd 06913844
Amberley Care Ltd 09224572
Westhaven Care Ltd 09224566
Minster Care Limited 13403832