REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST MARCH 2023 |
FOR |
CHANTACRE LIMITED |
REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST MARCH 2023 |
FOR |
CHANTACRE LIMITED |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST MARCH 2023 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Director | 5 |
Report of the Independent Auditors | 7 |
Statement of Income and Retained Earnings | 11 |
Balance Sheet | 12 |
Cash Flow Statement | 13 |
Notes to the Cash Flow Statement | 14 |
Notes to the Financial Statements | 16 |
CHANTACRE LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31ST MARCH 2023 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
and Statutory Auditors |
25 Grosvenor Road |
Wrexham |
LL11 1BT |
BANKERS: |
30 Commercial Road |
Totton |
Hampshire |
SO40 3TH |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31ST MARCH 2023 |
The director presents his strategic report for the year ended 31st March 2023. |
The financial statements for the year are presented on an individual company rather than consolidated basis. This presentation is necessitated by the absence of access to any of records for the most material subsidiary R & W Civil Engineering Limited and records for the group's central functions and administration subsidiary R & W Limited. As noted in the post balance sheet events section both subsidiaries were placed into administration after the year end. R & W Limited maintained all financial records on behalf of the group, control over which was lost on administration. Whilst access to some financial information for the company and the subsidiaries not in administration was obtained in the last quarter of 2023, it was not until the third quarter of 2024 that access was finally obtained to the underlying accounting system itself. This access omitted the financial information for both subsidiaries in administration, thus rendering it impossible to produce financial statements for these entities and hence a set of consolidated financial statements. |
The consequence is that while a limited consolidation could be produced incorporating those subsidiaries for which information was available for the subsidiaries not in administration seeking to omit those in administration under section 405 (3) of the Companies Act 2006 and clause 9.9 of FRS 102 the company's auditor did not consider that the circumstances facing the company in seeking to meet its obligation under both the 2006 Act and FRS 102 qualified for the exemption provided by these authorities and an adverse audit opinion would still need to be given with respect to the group financial statements. In the circumstances the director took the view that it would be more informative to present parent company financial statements and draw the attention of the reader to the underlying performance of each individual trading subsidiary for which information was provided from the R & W records and audited financial statements produced. |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31ST MARCH 2023 |
PRINCIPAL ACTIVITIES, STRATEGY AND BUSINESS MODEL |
The principal activity of Chantacre Limited is to act as the holding company of the R & W Group along with holding assets which are employed in the activities of the company's subsidiaries. The subsidiaries provide a range of civil engineering, haulage and recycling services across the south of England. |
The administration of the largest trading subsidiary along with the central administrative subsidiary have of necessity brought about a significant change in both the business model of the remaining group and its strategy to address its chosen markets. Whilst the function of the company remains unaltered its activities conducted through the remaining trading subsidiaries have become more focussed. With two strands the group's model is build around two distinct but complementary activities, smaller to medium sized civil engineering work around the south coast of England along with support services to other contracts such as haulage, waste disposal and materials. The objective is in both instances to provide a responsive, timely, professional and cost-effective service to a focused customer base. A particular focus will be controlling costs as working in a fine margin industry excessive overhead is frequently damaging. Work and customer selection will also figure largely, concentrating in those areas in which the business has both the competence and competitive advantage. Avoiding loss is within the industry served by the group as important, if not more important, that maximising profits. |
FINANCIAL PERFORMANCE |
Chantacre Limited |
The year was one of considerable stress for the company and the wider group. As referred to in the Post Balance Sheet Events section below, shortly after the year end two members of the R & W Group were placed into administration. In the year under review the operation of the group was largely dominated by the operating difficulties of one of these concerns. |
As set out in note 10 the results for the year ending 31 March 2022 presented in this report have been restated. The restatement arose because of the erroneous reallocation of management charges, unapproved credits and transfers of intercompany debts to the company from fellow group members over a long period ending in March 2022. The result of the restatement has been to increase the reserves of the company by £3,133,209 as at the 31 March 2021 and £4,977,922 as at the 31 March 2022. |
Operationally, while turnover increased to £3,433,836 (2022: £2,856,510) this was largely because of additional rental income on one of the company's properties being erroneously booked to a subsidiary. Administration expenses increased to £3,015,067 (2022: restated £1,784,063) with the increase being largely driven by provision against balances due from the group members placed into administration of £2,118,913 (2022: restated credit £144,983). The settlement of a long running dispute relating to the sale of a group subsidiary in 2019 resulted in an earnout receipt of £1,678,200 (2022: restated £nil) allowing the company to record an operating profit of £1,113,380 (2022: restated loss £36,364). After interest receivable and payable the profit before tax for the year was £1,015,662 (2022: restated loss £169,098). The underlying result for the year, excluding non-recurring provisions and earnout receipts was £1,456,375 (2022: restated £1,151,242) demonstrating the underlying strength of the company. |
The tax charge of the year of £1,475,958 (2022: credit £99,161) is distorted by the consequences of the prior year restatement of results. Of the total £1,290,727 is deferred tax with the liability for the year being £nil (2022: £nil). Subject to the plant and equipment program followed by the company it is anticipated that the deferred tax provision will reverse over the coming years. |
Notwithstanding the cashflow generate by the company from it underlying and non-recurring operating activities in the year liquidity at the year-end was reduced to £32,470 (2022: £145,506). Cashflow after the repayment of bank loans and finance leases was used to support subsidiaries the greater proportion of which related to the subsidiaries which went into administration after the year end. Borrowing at the year end was reduced to £3,100,054 (£4,568,963) which whilst encouraging was largely driven by the cash demands elsewhere constraining a normal plant replacement program. |
The outlook for the next financial year ending 31 March 2024 (completed as this is written) has seen the company to continue to trade successfully at both at an underlying level and overall. The proceeds from the sale of a property have seen bank borrowings eliminated with further repayments of finance leases. Liquidity has improved considerably from the position at the end of March 2023. The director looks forward with confidence for the future. |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31ST MARCH 2023 |
R & W Environmental Limited |
General market conditions alongside a reduction of take-up of services by other members of the R&W Group saw turnover fall to £4,344,504 (2022: £5,036,173) in the year. A reduction in hire plant charges, largely from the parent company, saw gross profit improve materially to £1,017,271 (2022: £433,511). This improvement in gross profit being achieved notwithstanding that capacity increasingly lay idle incurring plant hire cost during the last quarter of the year as take-up of services by other group members declined. Overheads from normal operations were reduced to £1,053,521 (2022: £1,176,233) of which 34.5% (2022: 34.7%) were service charges from elsewhere in the group. The result for the year from normal operations was a loss of £39,466 (2022: loss £732,130) which management considers satisfactory in all the circumstances. |
The administration of two other members of the R & W Group after the year end has resulted in the necessity to make substantial provisions against recovery of intercompany balances and other exceptional costs arising from the failure of the two businesses. The total provision of £817,576 for these exceptional and non-recurring costs increased the final loss before tax for the year to £857,042 (2022: loss £732,130). |
To address the balance sheet deficit of £857,042 (2022: £431,923) the respective boards of the company and the parent company have agreed to issue 1,400,000 new ordinary shares at £1 each to be paid for by the capitalisation of the equivalent amount inter-company balance between the two. |
R & W Langley |
While turnover remained relatively flat at £8,122,087 (2022 £7,928,877) gross profit margins achieved on contractual work improved markedly to 21.1% (2022 10.4%) generating gross profit of £1,714,240 (2022 £829,533). The improvement was driven in large measure by a reduction in the use of subcontractors in the work undertaken and easing cost inflation reducing material costs. Administrative expenses were contained in the year with a reduction to £1,272,168 (2022 £1,346,297) the largest element of which was a reduction in management charges from R & W Limited. Overall, the business generated a satisfactory profit of £439,809 before tax (2022 loss £507,222). |
PRINCIPAL RISKS AND UNCERTAINTIES |
The principal risk facing the group drives from operations. As was demonstrated, with a subsidiary placed in administration after the year end, a failure to consider contractual activity realistically and objectively can lead to catastrophic losses. The group, therefore, focusses on operational risk above all others. |
A consequence of operational risks not managed will be liquidity issues. These can also arise from poor control of the management of working capital and credit exposures. Alongside operational risk management seeks to identify and mitigate liquidity and credit risks in a timely fashion. |
KEY PERFORMANCE INDICATORS |
In the civil engineering business, R & W Langley Limited, the KPIs are applications, gross profit margin and operating profit. In the support services, R & W Environmental Limited, turnover, gross profit and operating profit. |
POST BALANCE SHEET EVENTS |
Following the year end, two subsidiaries of the group were placed into administration. In the lead up to this event matters came to the attention to the board of the company that over a period of years costs and liabilities to the company from other group members which departed from the underlying records and documentation.This had depleted the net assets of the company, with corresponding increases elsewhere in the group. While when the results of the company were presented in a consolidated format the consolidated profit and loss and net assets where unchanged the company balance sheet and profit and loss were misstated. |
ON BEHALF OF THE BOARD: |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 31ST MARCH 2023 |
The director presents his report with the financial statements of the company for the year ended 31st March 2023. |
DIVIDENDS |
No dividends will be distributed for the year ended 31st March 2023. |
DIRECTORS |
The directors set out in the table below have held office during the whole of the period from 1st April 2022 to the date of this report unless otherwise stated. |
Other changes in directors holding office are as follows: |
The beneficial interests of the directors holding office at 31st March 2023 in the shares of the company, according to the register of directors' interests, were as follows: |
31.3.23 | 1.4.22 |
Ordinary A shares of 0.2p each |
480 | 480 |
- | - |
- | - |
- | - |
Ordinary B shares of 0.2p each |
- | - |
320 | 320 |
- | - |
- | - |
Ordinary C shares of 0.2p each |
- | - |
- | - |
100 | 100 |
- | - |
Ordinary D shares of 0.2p each |
30 | 30 |
20 | 20 |
- | - |
50 | 50 |
Ordinary E shares of 0.2p each |
1 | 1 |
1 | 1 |
1 | 1 |
1 | 1 |
These directors did not hold any non-beneficial interests in any of the shares of the company. |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 31ST MARCH 2023 |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, M. D. Coxey and Co. Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CHANTACRE LIMITED |
Adverse opinion |
We have audited the financial statements of Chantacre Limited (the 'company') for the year ended 31st March 2023 which comprise the Statement of Income and Retained Earnings, Balance Sheet, Cash Flow Statement and Notes to the 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, because of the significance of the matters discussed in the basis for adverse opinion section of our report, the accompanying financial statements: |
- | do not give a true and fair view of the group's affairs as at 31st March 2023 and of its profit/loss for the year then ending; |
- | have not been prepared in accordance with UK Generally Accepted Accounting Practice; and |
- | have not been in accordance with the requirements of the Companies Act 2006. |
In our opinion, except for the effects of the matters described in the basis for adverse opinion section of our report, the accompanying financial statements: |
- | give a true and fair view of the company's affairs as at 31st March 2023 and of its loss for the year then ending; |
- | have been prepared in accordance with UK Generally Accepted Accounting Practice; and |
- | have been in accordance with the requirements of the Companies Act 2006. |
Basis for adverse opinion |
The group has not prepared consolidated financial statements because it has not been able to access the records of material subsidiaries placed into administration, as disclosed within the Strategic Report on page 2. The investments are therefore accounted for on the cost basis. Under FRS 102, the company should have consolidated these subsidiaries. |
Had these companies been consolidated, many elements in the accompanying financial statements would have been materially affected. The effects on the financial statements of the failure to consolidate have not been determined. Our opinion on the parent company's financial statements is also qualified for this matter as the failure to consolidate all subsidiaries is a departure from the requirements of FRS 102 and the Companies Act 2006. In addition, the strategic report does not consider the effects of the failure to consolidate the subsidiaries. |
In addition, and a explained in the Strategic Report and in note 11 to the financial statements, the company has made a material prior year adjustment in this year's financial statements. We were unable to obtain sufficient appropriate audit evidence about some of the adjustments made. Consequently, we were unable to determine whether these adjustments were appropriate. |
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 and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard,and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our adverse opinion on the group financial statements and qualified opinion on the parent company financial statements. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CHANTACRE LIMITED |
Other information |
The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, 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. |
As described in the basis for adverse opinion section of our report, group financial statements have not been prepared and investments in subsidiaries have instead been accounted for on a cost basis. We have concluded that the other information is materially misstated for the same reason with respect to the amounts or other items in the annual report affected by the failure to consolidate these subsidiaries. |
Opinions on other matters prescribed by the Companies Act 2006 |
Because of the significance of the matters described in the basis for adverse opinion section of our report, in our opinion, based on the work undertaken in the course of the audit, the strategic report has not been prepared in accordance with legal requirements. |
Except for the effects of the matters described in the basis for adverse opinion section of our report, in our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the strategic report and the report of the director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the report of the director has been prepared in accordance with legal requirements. |
Matters on which we are required to report by exception |
As a result of the matters described in the basis for adverse opinion section of our report, in the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have identified material misstatements in the Strategic Report. |
In addition, iin our opinion: |
- | adequate accounting records have not been kept; |
- | returns adequate for our audit have not been received from branches not visited by us; |
- | certain disclosures of director's remuneration specified by law are might not have been made; |
- | the financial statements are not in agreement with the accounting records and returns; and |
- | we have not received all the information and explanations we require for our audit. |
However, as explained in the basis for adverse opinion section of this report, the financial statements are not in agreement with the accounting records and returns, and the we have not received all the information and explanations we require for our audit. |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page six, the director is 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 director determines 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 director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CHANTACRE 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: |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including |
fraud and non-compliance with laws and regulations, was as follows: |
- the engagement partner ensured that the engagement team collectively had the appropriate competence, |
capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
- we identified the laws and regulations applicable to the company through discussions with directors and |
management; |
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of |
management and inspecting legal correspondence; and |
- identified laws and regulations were communicated within the audit team regularly and the team remained alert to |
instances of non-compliance throughout the audit. |
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of |
actual, suspected and alleged fraud; and |
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; |
To address the risk of fraud through management bias and override of controls, we: |
- performed analytical procedures to identify any unusual or unexpected relationships; |
- tested journal entries to identify unusual transactions; |
- assessed whether judgements and assumptions made in determining accounting estimates were indicative of |
potential bias; and |
- investigated the rationale behind significant or unusual transactions; |
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CHANTACRE LIMITED |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Chartered Accountants |
and Statutory Auditors |
25 Grosvenor Road |
Wrexham |
LL11 1BT |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
STATEMENT OF INCOME AND |
RETAINED EARNINGS |
FOR THE YEAR ENDED 31ST MARCH 2023 |
31.3.23 | 31.3.22 |
as restated |
Notes | £ | £ |
TURNOVER | 3 |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
(564,820 | ) | (36,364 | ) |
Other operating income | 4 |
OPERATING PROFIT/(LOSS) | 6 | ( |
) |
Interest receivable and similar income | 7 |
1,113,875 | (36,034 | ) |
Interest payable and similar expenses | 8 |
PROFIT/(LOSS) BEFORE TAXATION | ( |
) |
Tax on profit/(loss) | 9 | ( |
) |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
Retained earnings at beginning of year |
Dividends | 10 | ( |
) |
RETAINED EARNINGS AT END OF YEAR |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
BALANCE SHEET |
31ST MARCH 2023 |
31.3.23 | 31.3.22 |
as restated |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 12 |
Investments | 13 |
Investment property | 14 |
CURRENT ASSETS |
Stocks | 15 |
Debtors | 16 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 17 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
18 |
( |
) |
( |
) |
PROVISIONS FOR LIABILITIES | 22 | ( |
) | ( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 23 |
Revaluation reserve |
Retained earnings |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the director and authorised for issue on |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31ST MARCH 2023 |
31.3.23 | 31.3.22 |
as restated |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | ( |
) |
Interest paid | ( |
) | ( |
) |
Interest element of finance lease payments paid |
( |
) |
( |
) |
Tax paid | ( |
) |
Net cash from operating activities | ( |
) |
Cash flows from investing activities |
Purchase of tangible fixed assets | ( |
) | ( |
) |
Purchase of investment property | ( |
) |
Sale of tangible fixed assets |
Interest received |
Net cash from investing activities | ( |
) |
Cash flows from financing activities |
Loan repayments in year | ( |
) | ( |
) |
Capital repayments in year | ( |
) | ( |
) |
Amount introduced by directors | - | 74,724 |
Amount withdrawn by directors | (306,171 | ) | - |
New HP contracts and finance leases |
Equity dividends paid | ( |
) |
Net cash from financing activities | ( |
) |
Decrease in cash and cash equivalents | ( |
) | ( |
) |
Cash and cash equivalents at beginning of year |
2 |
5,032,142 |
Cash and cash equivalents at end of year | 2 | 32,470 | 145,506 |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31ST MARCH 2023 |
1. | RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Profit/(loss) before taxation | ( |
) |
Depreciation charges |
Profit on disposal of fixed assets | ( |
) | ( |
) |
Gain on revaluation of fixed assets | - | (384,677 | ) |
(Increase)/decrease in group debtors | 255,700 | (2,005,263 | ) |
Increase/(decrease) in group creditors | - | (183,675 | ) |
Finance costs | 98,213 | 133,064 |
Finance income | (495 | ) | (330 | ) |
2,098,578 | (1,782,117 | ) |
Decrease/(increase) in stocks | ( |
) |
(Increase)/decrease in trade and other debtors | ( |
) |
Increase/(decrease) in trade and other creditors | ( |
) |
Cash generated from operations | ( |
) |
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 31st March 2023 |
31.3.23 | 1.4.22 |
£ | £ |
Cash and cash equivalents | 32,470 | 145,506 |
Year ended 31st March 2022 |
31.3.22 | 1.4.21 |
as restated |
£ | £ |
Cash and cash equivalents | 145,506 | 5,032,142 |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31ST MARCH 2023 |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 1.4.22 | Cash flow | At 31.3.23 |
£ | £ | £ |
Net cash |
Cash at bank | 145,506 | (113,036 | ) | 32,470 |
145,506 | ( |
) | 32,470 |
Debt |
Finance leases | (2,622,994 | ) | 1,383,997 | (1,238,997 | ) |
Debts falling due within 1 year | (98,731 | ) | 14,556 | (84,175 | ) |
Debts falling due after 1 year | (1,847,238 | ) | 70,356 | (1,776,882 | ) |
(4,568,963 | ) | 1,468,909 | (3,100,054 | ) |
Total | (4,423,457 | ) | 1,355,873 | (3,067,584 | ) |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST MARCH 2023 |
1. | STATUTORY INFORMATION |
Chantacre Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirement of paragraph 33.7. |
Significant judgements and estimates |
In the application of the Company’s accounting policies, management is required to make judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily available from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The key judgements and sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below: |
- Estimated useful lives and residual values of fixed assets: |
The carrying value of fixed assets are reviewed each year end for indicators of impairment triggers. If such triggers exist, management would be required to carry out a formal impairment review using a discounted cash flow model to determine their value in use on a cash-generating unit basis. The value in use calculation requires management to estimate the future cash flows expected to arise from the cash-generating unit and a sustainable discount rate in order to calculate the present value. |
Depreciation of tangible and intangible fixed assets has been based on estimated useful lives and residual values deemed appropriate by the directors. Estimated useful lives and residual values are reviewed annually and revised as appropriate. Revisions take into account estimated useful lives used by other companies operating in the sector and actual asset lives and residual values, as evidenced by disposals during current and prior accounting periods. |
- Revenue recognition: |
In making its judgement, management consider the detailed criteria for the recognition of revenue as set out within Section 23 of FRS 102. The directors are satisfied that the recognition point being typically when the service has taken place is correct. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Tangible fixed assets |
Freehold property | - |
Plant & equipment | - |
Motor vehicles | - |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
2. | ACCOUNTING POLICIES - continued |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
Investment property |
Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
3. | TURNOVER |
The turnover and profit (2022 - loss) before taxation are attributable to the one principal activity of the company. |
The company's turnover arose wholly within the United Kingdom. |
4. | OTHER OPERATING INCOME |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Investment proceeds |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
5. | EMPLOYEES AND DIRECTORS |
There were no staff costs for the year ended 31st March 2023 nor for the year ended 31st March 2022. |
The average number of employees during the year was NIL (2022 - NIL). |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Directors' remuneration |
6. | OPERATING PROFIT/(LOSS) |
The operating profit (2022 - operating loss) is stated after charging/(crediting): |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Hire of plant and machinery |
Other operating leases |
Depreciation - owned assets |
Depreciation - assets on finance leases |
Profit on disposal of fixed assets | ( |
) | ( |
) |
Intercompany write off | ( |
) |
7. | INTEREST RECEIVABLE AND SIMILAR INCOME |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Deposit account interest |
8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Mortgage |
Hire purchase |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
9. | TAXATION |
Analysis of the tax charge/(credit) |
The tax charge/(credit) on the profit for the year was as follows: |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Current tax: |
Group relief | 185,231 | - |
Deferred tax | ( |
) |
Tax on profit/(loss) | ( |
) |
UK corporation tax has been charged at 25% (2022 - 19%). |
Reconciliation of total tax charge/(credit) 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: |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Profit/(loss) before tax | ( |
) |
Profit/(loss) multiplied by the standard rate of corporation tax in the UK of |
( |
) |
Effects of: |
Expenses not deductible for tax purposes |
Group debt write-off | (12,130 | ) | (67,447 | ) |
Superdeduction | (1,995 | ) | (12,860 | ) |
Tax rate adjustment | (229,607 | ) | - |
Indexation on asset disposal | (2,266 | ) | - |
Deferred rate tax adjustment | (253,150 | ) | (2,446 | ) |
2022 superdeduction adjustment | 228,690 | - |
Prior year adjustment | 1,492,500 | - |
Total tax charge/(credit) | 1,475,958 | (99,161 | ) |
10. | DIVIDENDS |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Ordinary A shares of 0.2p each |
Interim |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
11. | PRIOR YEAR ADJUSTMENT |
The prior year figures have been restated in relation to two matters. |
The first matter is to correctly reflect the allocation of the revaluation of fixed asset properties between freehold property and investment property. This resulted in an transfer of £384,677 from freehold property to investment property. |
This adjustment resulted in a movement of £384,677 between revaluation reserve and a fair value adjustment within the profit and loss account. |
The second matter is as a consequence of the erroneous reallocation of management charges, unapproved credits and transfers of intercompany debts to the company from fellow group undertakings over the period April 2017 to March 2022. These matters came to light in June 2023 following an external review of the composition of the balance sheet of the company commissioned by the controlling shareholder and now sole director. This has resulted in an decrease in the reported loss for the year to 31st March 2022 of £1,460,036, and an increase of the opening reserves as at 1st April 2021 of £3,133,209. |
The overall effect both of the matters above is an increase in reserves as at 1st April 2022 of £4,977,922. |
12. | TANGIBLE FIXED ASSETS |
Freehold | Plant & | Motor |
property | equipment | vehicles | Totals |
£ | £ | £ | £ |
COST OR VALUATION |
At 1st April 2022 |
Additions |
Disposals | ( |
) | ( |
) | ( |
) | ( |
) |
At 31st March 2023 |
DEPRECIATION |
At 1st April 2022 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) | ( |
) |
At 31st March 2023 |
NET BOOK VALUE |
At 31st March 2023 |
At 31st March 2022 |
Cost or valuation at 31st March 2023 is represented by: |
Freehold | Plant & | Motor |
property | equipment | vehicles | Totals |
£ | £ | £ | £ |
Valuation in 2022 | 2,351,911 | - | - | 2,351,911 |
Cost | 3,327,975 | 6,585,660 | 125,379 | 10,039,014 |
5,679,886 | 6,585,660 | 125,379 | 12,390,925 |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
12. | TANGIBLE FIXED ASSETS - continued |
If freehold properties had not been revalued they would have been included at the following historical cost: |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Cost | 3,327,975 | 3,327,975 |
Freehold properties were were valued on an open market basis on 22nd July 2022 by Sam Shaikh MSc MRICS . |
Fixed assets, included in the above, which are held under finance leases are as follows: |
Freehold | Plant & | Motor |
property | equipment | vehicles | Totals |
£ | £ | £ | £ |
COST OR VALUATION |
At 1st April 2022 |
Additions |
Disposals | ( |
) | ( |
) | ( |
) |
Transfer to ownership | - | (612,619 | ) | (71,237 | ) | (683,856 | ) |
At 31st March 2023 |
DEPRECIATION |
At 1st April 2022 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) | ( |
) |
Transfer to ownership | - | (368,027 | ) | (56,585 | ) | (424,612 | ) |
At 31st March 2023 |
NET BOOK VALUE |
At 31st March 2023 |
At 31st March 2022 |
13. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1st April 2022 |
and 31st March 2023 |
NET BOOK VALUE |
At 31st March 2023 |
At 31st March 2022 |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
13. | FIXED ASSET INVESTMENTS - continued |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: Locks Farm Main Road, Dibden, Southampton, Hampshire, SO45 5TD. |
Nature of business: |
% |
Class of shares: | holding |
31.3.23 | 31.3.22 |
£ | £ |
Aggregate capital and reserves | ( |
) | ( |
) |
Loss for the year | ( |
) | ( |
) |
Registered office: Locks Farm Main Road, Dibden, Southampton, Hampshire, SO45 5TD. |
Nature of business: |
% |
Class of shares: | holding |
31.3.23 | 31.3.22 |
£ | £ |
Aggregate capital and reserves |
Profit/(loss) for the year | ( |
) |
14. | INVESTMENT PROPERTY |
Total |
£ |
FAIR VALUE |
At 1st April 2022 |
Additions |
At 31st March 2023 |
NET BOOK VALUE |
At 31st March 2023 |
At 31st March 2022 |
Fair value at 31st March 2023 is represented by: |
£ |
Valuation in 2022 | 2,893,002 |
Cost | 1,897,089 |
4,790,091 |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
14. | INVESTMENT PROPERTY - continued |
If investment properties had not been revalued they would have been included at the following historical cost: |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Cost | 1,897,083 | 1,852,694 |
Investment property was valued on an open market basis on 25th July 2022 by Keygrove Chartered Surveyors . |
15. | STOCKS |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Stocks |
16. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
Directors' current accounts | 306,171 | - |
VAT |
Prepayments |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Bank loans and overdrafts (see note 19) |
Finance leases (see note 20) |
Trade creditors |
Other creditors |
Accrued expenses |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Bank loans (see note 19) |
Finance leases (see note 20) |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
19. | LOANS |
An analysis of the maturity of loans is given below: |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Amounts falling due within one year or on demand: |
Bank loans |
Amounts falling due between one and two years: |
Bank loans - 1-2 years |
20. | LEASING AGREEMENTS |
Minimum lease payments under finance leases fall due as follows: |
Finance leases |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Net obligations repayable: |
Within one year |
Between one and five years |
21. | SECURED DEBTS |
The following secured debts are included within creditors: |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Bank loans |
Finance leases | 1,238,997 | 2,622,994 |
The company has provided fixed and floating charges over its fixed and current assets as security for all borrowings with National Westminster Bank PLC. This legal charge also secures a first legal charge over the land and buildings at Four Dells Farm, Poles Lane, Otterbourne, Winchester, Hampshire, SO21 2DY. |
Assets held under hire purchase agreements are secured on the underlying assets. |
CHANTACRE LIMITED (REGISTERED NUMBER: 01590744) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST MARCH 2023 |
22. | PROVISIONS FOR LIABILITIES |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Deferred tax |
Accelerated capital allowances |
Tax losses carried forward | ( |
) |
Property revaluations | 587,978 | 588,936 |
Parent guarantee provision | 3,683,339 | 3,683,339 |
Deferred | Other |
tax | provisions |
£ | £ |
Balance at 1st April 2022 |
Movement in the year due to: |
changes in tax rates | 196,761 | - |
changes in tax allowances | (40,952 | ) | - |
changes in tax losses | 906,228 | - |
Prior year super deduction | 228,690 | - |
Balance at 31st March 2023 |
As part of the prior year adjustment the details of which are set out in note 11 two sums for the potential cost of parental guarantees given by the company have been provided for. The guarantees relate to, firstly, contractual obligations with respect to a subsidiary in liquidation and secondly to two non-trading subsidiaries. The quantification of the first guarantee was assessed in large measure on placing the subsidiary into liquidation. The second is based on an assessment of the restated balance sheets of each of the non-trading subsidiaries. |
23. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 31.3.23 | 31.3.22 |
value: | as restated |
£ | £ |
Ordinary A | 0.2p | 1 | 1 |
Ordinary B | 0.2p | 1 | 1 |
Ordinary C | 0.2p | - | - |
Ordinary D | 0.2p | - | - |
Ordinary E | 0.2p | - | - |
2 | 2 |
24. | CAPITAL COMMITMENTS |
31.3.23 | 31.3.22 |
as restated |
£ | £ |
Contracted but not provided for in the |
financial statements |
25. | ULTIMATE CONTROLLING PARTY |
The controlling party is R R Ransom. |