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Registration number: 00367875

Baxi Partnership Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2023

 

Baxi Partnership Limited

Contents

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3 to 11

 

Baxi Partnership Limited

Company Information

Directors

R J Naudi

J G Alexander

J R Brooks

C J Jones

T M Davis

Company secretary

D French

Registered office

80-90 Paul Street
London
EC2A 4NE

Solicitors

Wright, Johnston & Mackenzie LLP
302 St Vincent St
Glasgow
G2 5RZ

Auditors

Ballards LLP
Chartered Accountants
Oakmoore Court
11C Kingswood Road
Hampton Lovett
Droitwich
Worcestershire
WR9 0QH

 

Baxi Partnership Limited

(Registration number: 00367875)
Balance Sheet as at 31 December 2023

Note

2023
£

2022
£

Fixed assets

 

Tangible assets

4

45,130

44,629

Investments

5

287,503

287,503

Other financial assets

6

7,987,003

7,937,570

 

8,319,636

8,269,702

Current assets

 

Debtors

7

689,839

692,022

Cash at bank and in hand

 

746,527

821,185

 

1,436,366

1,513,207

Creditors: Amounts falling due within one year

8

(645,664)

(765,499)

Net current assets

 

790,702

747,708

Total assets less current liabilities

 

9,110,338

9,017,410

Creditors: Amounts falling due after more than one year

8

(12,090)

(40,027)

Net assets

 

9,098,248

8,977,383

Capital and reserves

 

Called up share capital

9

914,870

914,870

Share premium reserve

3,566,094

3,566,094

Capital redemption reserve

116,122

116,122

Retained earnings

4,501,162

4,380,297

Shareholders' funds

 

9,098,248

8,977,383

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 4 June 2024 and signed on its behalf by:
 

.........................................
J G Alexander
Director

   
 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

1

General information

The company is a private company limited by share capital, incorporated in England.

The address of its registered office is:
80-90 Paul Street
London
EC2A 4NE
England

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

The functional and presentational currency is GBP and these financial statements are rounded to the nearest £1.

Statement of compliance

These abridged financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Group accounts not prepared

The group has applied gross thresholds in determining whether it qualifies as a small group. The group has not exceeded the small gross thresholds for a period of two consecutive years, and therefore has not prepared consolidated accounts for the financial period as permitted by S479 of the Companies Act.

Going concern

The financial statements have been prepared on a going concern basis.

Audit report

The Independent Auditor's Report was unqualified. The name of the Senior Statutory Auditor who signed the audit report on 6 June 2024 was Benjamin Powell MSci ACA, who signed for and on behalf of Ballards LLP.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Motor Vehicles

25% straight line

Office and computer equipment

25%/33.33% straight line

Investment property

Investment property is carried at fair value, derived from the current market prices for comparable real estate determined annually by external valuers. The valuers use observable market prices, adjusted if necessary for any difference in the nature, location or condition of the specific asset. Changes in fair value are recognised in profit or loss.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 12 (2022 - 10).

4

Tangible assets

Furniture, fittings and equipment
 £

Motor vehicles
 £

Total
£

Cost or valuation

At 1 January 2023

9,368

55,798

65,166

Additions

17,264

-

17,264

Disposals

(711)

-

(711)

At 31 December 2023

25,921

55,798

81,719

Depreciation

At 1 January 2023

3,799

16,739

20,538

Charge for the year

5,365

11,160

16,525

Eliminated on disposal

(474)

-

(474)

At 31 December 2023

8,690

27,899

36,589

Carrying amount

At 31 December 2023

17,231

27,899

45,130

At 31 December 2022

5,570

39,059

44,629

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

5

Investments

2023
£

2022
£

Investments in subsidiaries

250,004

250,004

Investments in associates

37,499

37,499

287,503

287,503

Subsidiaries

£

Cost or valuation

At 1 January 2023

250,004

Carrying amount

At 31 December 2023

250,004

At 31 December 2022

250,004

Associates

£

Cost

At 1 January 2023

37,499

Carrying amount

At 31 December 2023

37,499

At 31 December 2022

37,499

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2023

2022

Subsidiary undertakings

Baxendale Advisory Limited

England

Ordinary £1 shares

100%

100%

Partnership Trustee Limited

England

Ordinary £1 shares

100%

100%

Partnership Directors Limited

Scotland

Ordinary £1 shares

100%

100%

Baxendale Limited

Scotland

Ordinary £1 shares

100%

100%

Associates

Baxendale Employee Ownership Limited

England

Ordinary £1 shares

50%

50%

 

     

The principal activity of Baxendale Advisory Limited is specialist management consultancy.
The principal activity of Partnership Trustee Limited is dormant.
The principal activity of Partnership Directors Limited is dormant.
The principal activity of Baxendale Limited is dormant.
The principal activity of Baxendale Employee Ownership Limited is the provision of employee ownership support.

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

6

Other financial assets (current and non-current)

Financial assets at fair value through profit and loss
£

Financial assets at amortised cost
£

Financial assets at cost less impairment
£

Total
£

Non-current financial assets

Cost or valuation

At 1 January 2023

7,783,516

154,054

15,000

7,952,570

Additions

74,225

-

-

74,225

Disposals

-

(24,792)

-

(24,792)

At 31 December 2023

7,857,741

129,262

15,000

8,002,003

Impairment

At 1 January 2023

-

-

15,000

15,000

At 31 December 2023

-

-

15,000

15,000

Carrying amount

At 31 December 2023

7,857,741

129,262

-

7,987,003

At 31 December 2022

7,783,516

154,054

-

7,937,570

7

Debtors

Current

Note

2023
£

2022
£

Trade debtors

 

105,094

191,155

Amounts owed by related parties

13

217,566

-

Prepayments

 

33,643

13,633

Other debtors

 

333,536

487,234

   

689,839

692,022

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

8

Creditors

Creditors: amounts falling due within one year

Note

2023
£

2022
£

Due within one year

 

Bank loans and overdrafts

10

11,160

11,160

Trade creditors

 

28,343

9,820

Amounts owed to related parties

13

260,276

358,668

Taxation and social security

 

117,025

92,790

Other creditors

 

228,860

293,061

 

645,664

765,499

Due after one year

 

Loans and borrowings

10

12,090

23,249

Other non-current financial liabilities

 

-

16,778

 

12,090

40,027

Amounts owed to related parties are interest free, unsecured and repayable on demand.

9

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

Preference shares of £0.01 each

45,000,000

450,000

45,000,000

450,000

Ordinary shares of £0.10 each

4,648,703

464,870

4,648,703

464,870

 

49,648,703

914,870

49,648,703

914,870

 

Baxi Partnership Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

10

Loans and borrowings

Non-current loans and borrowings

2023
£

2022
£

HP and finance lease liabilities

12,090

23,249

Current loans and borrowings

2023
£

2022
£

HP and finance lease liabilities

11,160

11,160

11

Obligations under leases and hire purchase contracts

Operating leases

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

29,930

18,657

Later than one year and not later than five years

-

17,103

29,930

35,760

The amount of non-cancellable operating lease payments recognised as an expense during the year was £27,783 (2022 - £2,643).

12

Financial commitments, guarantees and contingencies

Amounts not provided for in the balance sheet

The total amount of contingencies not included in the balance sheet is £823,084 (2022 - £823,084). On 6 December 2022, the company sold 50.001% of the share capital in the subsidiary, Baxendale Employee Ownership Limited, to an Employee Ownership Trust set up solely for the benefit of the employees of the subsidiary company. Part of the consideration is deferred and payable to the company only at the discretion of the subsidiary company or if at least one of the certain events occur to either the parent or subsidiary, including the sale of all or part of the company, the company becomes insolvent or ceases to operate or negotiates an arrangement to reschedule debts.

13

Related party transactions

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with group companies.