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Registration number: 07545984

Blackadder Corporation Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 31 December 2023

 

Blackadder Corporation Limited

Contents

Company Information

1

Strategic Report

2

Directors' Report

3

Statement of Directors' Responsibilities

4

Independent Auditor's Report

5 to 7

Consolidated Profit and Loss Account

8

Consolidated Balance Sheet

9

Balance Sheet

10

Consolidated Statement of Changes in Equity

11

Statement of Changes in Equity

12

Consolidated Statement of Cash Flows

13

Notes to the Financial Statements

14 to 26

 

Blackadder Corporation Limited

Company Information

Directors

G C Butcher

M Z Butcher

Z M Butcher

H I Henderson

Company secretary

Z M Butcher

Registered office

Leamington Hall Farm
Fosse Way
Chesterton
Leamington Spa
Warwickshire
CV33 9JP

Auditors

Hazlewoods LLP
Windsor House
Bayshill Rd
Cheltenham
GL50 3AT

 

Blackadder Corporation Limited

Strategic Report for the Year Ended 31 December 2023

The directors present their strategic report for the year ended 31 December 2023.

Principal activity

The principal activity of the group is that of a holding company. The principal activity of its subsidiary companies continued to be that of owning and operating residential care homes.

Fair review of the business

The results for the year and the financial position at the year end were considered satisfactory by the directors. Our group business model has been fine tuned to ensure the care homes maintain high standards of excellence and ensures high occupancy rates throughout the year and the foreseeable future.

Key performance indicators

The results for the year, which are set out in the profit and loss account, show turnover of £5,131,318 (2022 - £4,344,790) and an operating profit of £415,569 (2022 - £266,954). At 31 December 2023, the group had net assets of £2,440,951 (2022 - £2,327,565). The directors consider the performance for the year and the financial position at the year end to be satisfactory.

Principal risks and uncertainties

The risks and uncertainties facing the company are those common with well-established care homes. The main risks and uncertainties arise from not being able to maintain high occupancy rates throughout the year, therefore the directors consider it a necessity to maintain high standards within the home, well trained and motivated staff and continuous advertising and marketing campaign to ensure the care home is second to none.

Approved by the Board on 26 September 2024 and signed on its behalf by:


G C Butcher
Director

 

Blackadder Corporation Limited

Directors' Report for the Year Ended 31 December 2023

The directors present their report and the for the year ended 31 December 2023.

Directors of the company

The directors who held office during the year were as follows:

G C Butcher

M Z Butcher

Z M Butcher

H I Henderson

Future developments

The external environment is expected to remain competitive going forward, however the directors remain confident that the trade of the group will improve on its current level of performance in the future.

Financial instruments

Objectives and policies

The board constantly monitors the group's trading results and revise projections as appropriate to ensure that the group can meet its future obligations as they fall due.

Price risk, credit risk, liquidity risk and cash flow risk

The group is exposed to the usual credit and cash flow risks associated with selling on credit and manages this through credit control procedures. The group's bank loans are subject to price and liquidity risk as disclosed in note 17 to the financial statements.

The group has sufficient resources available and the directors have prepared forecasts for the next 12 months that indicate that this will continue to be the case and that these cash flows will be sufficient for the group to meet its financing commitments as they fall due. The directors therefore have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future and have continued to adopt the going concern basis in preparing the financial statements.

Disclosure of information to the auditor

Each director has taken the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Reappointment of auditors

Hazlewoods LLP have expressed their willingness to continue in office.

Approved by the Board on 26 September 2024 and signed on its behalf by:


G C Butcher
Director

 

Blackadder Corporation Limited

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, Directors' Report 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 group and company 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Blackadder Corporation Limited

Independent Auditor's Report to the Members of Blackadder Corporation Limited

Opinion

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

In our opinion the financial statements:

give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2023 and of the group's profit for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Opinion on other matter 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 Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

 

Blackadder Corporation Limited

Independent Auditor's Report to the Members of Blackadder Corporation Limited

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

adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

the parent company financial statements are not in agreement with the accounting records and returns; or

certain disclosures of directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 4, 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.

Auditor 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 financial statements.

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

As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

• Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the financial statements.We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

Blackadder Corporation Limited

Independent Auditor's Report to the Members of Blackadder Corporation Limited

identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;

understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

challenging assumptions and judgements made by management in its significant accounting estimates; and

identifying and testing journal entries, in particular any journal entries with unusual characteristics.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

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.





Simon Worsley (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Windsor House
Bayshill Rd
Cheltenham
GL50 3AT

26 September 2024

 

Blackadder Corporation Limited

Consolidated Profit and Loss Account for the Year Ended 31 December 2023

Note

2023
 £

2022
 £

Turnover

3

5,131,318

4,344,790

Cost of sales

 

(3,113,017)

(2,920,984)

Gross profit

 

2,018,301

1,423,806

Administrative expenses

 

(1,616,064)

(1,331,847)

Exceptional items

(8,331)

-

Other operating income

4

21,663

174,995

Operating profit

4

415,569

266,954

Interest payable and similar charges

6

(191,941)

(242,730)

Profit before tax

 

223,628

24,224

Taxation

10

(13,521)

(13,520)

Profit for the financial year

 

210,107

10,704

Profit/(loss) attributable to:

 

Owners of the company

 

210,107

10,704

The above results were derived from continuing operations.

The group has no other comprehensive income for the year.

 

Blackadder Corporation Limited

(Registration number: 07545984)
Consolidated Balance Sheet as at 31 December 2023

Note

2023
 £

2022
 £

Fixed assets

 

Tangible assets

12

5,068,715

5,018,835

Current assets

 

Stocks

14

11,550

11,550

Debtors

15

867,449

1,107,178

Cash at bank and in hand

 

971,820

928,892

 

1,850,819

2,047,620

Creditors: Amounts falling due within one year

16

(1,571,507)

(1,640,812)

Net current assets

 

279,312

406,808

Total assets less current liabilities

 

5,348,027

5,425,643

Creditors: Amounts falling due after more than one year

16

(2,442,075)

(2,646,850)

Provisions for liabilities

10

(465,001)

(451,228)

Net assets

 

2,440,951

2,327,565

Capital and reserves

 

Called up share capital

19

76,100

76,100

Capital redemption reserve

100,000

100,000

Revaluation reserve

362,871

362,871

Profit and loss account

1,901,980

1,788,594

Equity attributable to owners of the company

 

2,440,951

2,327,565

Total equity

 

2,440,951

2,327,565

Approved and authorised by the Board on 26 September 2024 and signed on its behalf by:
 

G C Butcher
Director

 

Blackadder Corporation Limited

(Registration number: 07545984)
Balance Sheet as at 31 December 2023

Note

2023
 £

2022
 £

Fixed assets

 

Tangible assets

12

2,973

3,017

Investments

13

1,724,221

1,724,221

 

1,727,194

1,727,238

Current assets

 

Debtors

15

2,191,288

2,367,139

Cash at bank and in hand

 

691,103

844,592

 

2,882,391

3,211,731

Creditors: Amounts falling due within one year

16

(2,875,262)

(2,102,373)

Net current assets

 

7,129

1,109,358

Total assets less current liabilities

 

1,734,323

2,836,596

Creditors: Amounts falling due after more than one year

16

(2,442,075)

(2,646,850)

Net (liabilities)/assets

 

(707,752)

189,746

Capital and reserves

 

Called up share capital

19

76,100

76,100

Capital redemption reserve

100,000

100,000

Profit and loss account

(883,852)

13,646

Total equity

 

(707,752)

189,746

The company made a loss after tax for the financial year of £800,777 (2022 - profit of £123,858).

Approved and authorised by the Board on 26 September 2024 and signed on its behalf by:
 

G C Butcher
Director

 

Blackadder Corporation Limited

Consolidated Statement of Changes in Equity for the Year Ended 31 December 2023
Equity attributable to the parent company

Share capital
£

Capital redemption reserve
£

Revaluation reserve
£

Profit and loss account
£

Total
£

At 1 January 2023

76,100

100,000

362,871

1,788,594

2,327,565

Profit for the year

-

-

-

210,107

210,107

Dividends

-

-

-

(96,721)

(96,721)

At 31 December 2023

76,100

100,000

362,871

1,901,980

2,440,951

Share capital
£

Capital redemption reserve
£

Revaluation reserve
£

Profit and loss account
£

Total
£

At 1 January 2022

176,100

-

362,871

1,877,890

2,416,861

Profit for the year

-

-

-

10,704

10,704

Purchase of own share capital

(100,000)

-

-

(100,000)

(200,000)

Other capital redemption reserve movements

-

100,000

-

-

100,000

At 31 December 2022

76,100

100,000

362,871

1,788,594

2,327,565

 

Blackadder Corporation Limited

Statement of Changes in Equity for the Year Ended 31 December 2023

Share capital
£

Capital redemption reserve
£

Profit and loss account
£

Total
£

At 1 January 2023

76,100

100,000

13,646

189,746

Loss for the year

-

-

(800,777)

(800,777)

Dividends

-

-

(96,721)

(96,721)

At 31 December 2023

76,100

100,000

(883,852)

(707,752)

Share capital
£

Capital redemption reserve
£

Profit and loss account
£

Total
£

At 1 January 2022

176,100

-

17,406

193,506

Profit for the year

-

-

96,240

96,240

Purchase of own share capital

(100,000)

-

(100,000)

(200,000)

Other capital redemption reserve movements

-

100,000

-

100,000

At 31 December 2022

76,100

100,000

13,646

189,746

 

Blackadder Corporation Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2023

Note

2023
 £

2022
 £

Cash flows from operating activities

Profit for the year

 

210,107

10,704

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

4

88,601

81,598

Finance costs

6

191,941

242,730

Income tax expense

10

13,521

13,520

 

504,170

348,552

Working capital adjustments

 

Decrease/(increase) in trade debtors

15

380,410

(87,234)

(Decrease)/increase in trade creditors

16

(293,163)

237,544

Cash generated from operations

 

591,417

498,862

Income taxes paid

10

-

(71,456)

Net cash flow from operating activities

 

591,417

427,406

Cash flows from investing activities

 

Acquisitions of tangible assets

(138,481)

(102,341)

Proceeds from sale of tangible assets

 

-

236

Net cash flows from investing activities

 

(138,481)

(102,105)

Cash flows from financing activities

 

Interest paid

 

(172,471)

(179,940)

Repayment of bank borrowing

 

(140,816)

(97,462)

Redemption of preference shares

 

-

(100,000)

Dividends paid

(96,721)

-

Net cash flows from financing activities

 

(410,008)

(377,402)

Net increase/(decrease) in cash and cash equivalents

 

42,928

(52,101)

Cash and cash equivalents at 1 January

 

928,892

980,993

Cash and cash equivalents at 31 December

 

971,820

928,892

 

Blackadder Corporation 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 and Wales.

The address of its registered office is:
Leamington Hall Farm
Fosse Way
Chesterton
Leamington Spa
Warwickshire
CV33 9JP

 

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.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

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

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2023.

No profit and loss account is presented for the company as permitted by section 408 of the Companies Act 2006. The company made a loss after tax for the financial year of £941,458 (2022 - profit of £96,240).

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 subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account 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 into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

 

Blackadder Corporation Limited

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

Going concern

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Whilst the bank debt is due for repayment in full within 12 months of the date of approval of the financial statements, the directors have been able to agree a new long term facility with a different bank following the year end.

Judgements and estimation uncertainty

These financial statements do not contain any significant judgements or estimation uncertainty.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.The group 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 group's activities.

Government grants

Government grants are recognised based on the accruals model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the group. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the statement of financial position 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, over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Freehold land and buildings

Nil

Plant and machinery

20% reducing balance

Fixtures, fittings and equipment

15% reducing balance

Computer equipment

25% reducing balance

No depreciation is provided on freehold properties as it is the group's policy to maintain these assets so that they keep their previously assessed standard of performance. As the useful economic lives of these assets are of such length, and the residual values are such that they are not materially different from the carrying amount, any depreciation would not be material.

 

Blackadder Corporation Limited

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

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.

Intangible assets

Goodwill arising on the acquisition of an entity represents 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 entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.

Negative goodwill arising on an acquisition is recognised on the face of the balance sheet on the acquisition date and subsequently the excess up to the fair value of non-monetary assets acquired is recognised in profit or loss in the periods in which the non-monetary assets are recovered.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

Straight line over 4 years

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 services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

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 group 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 all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

 

Blackadder Corporation Limited

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

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 group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

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.

Dividends

Dividend distribution to the group’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group 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.

Financial instruments

Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 

Blackadder Corporation Limited

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

Financial instruments (continued)

Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial 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 ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a 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.

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.

 

3

Turnover

The analysis of the group's revenue for the year from continuing operations is as follows:

2023
£

2022
£

Provision of care services

5,131,318

4,294,790

Management charges receivable

-

50,000

5,131,318

4,344,790

The total turnover of the company has been derived from its principal activity wholly undertaken in the United Kingdom.

 

4

Other income

2023
 £

2022
 £

Government grants receivable

885

146,147

Other income

20,778

28,848

Government grants receivable in the current and comparative periods relate to amounts received in respect of infection control, rapid testing and workforce retention.

 

Blackadder Corporation Limited

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

 

5

Operating profit

Arrived at after charging

2023
 £

2022
 £

Depreciation expense

88,601

81,598

Operating lease expense - plant and machinery

38,793

78,446

Operating lease expense - other

24,141

12,008

 

6

Interest payable and similar expenses

2023
£

2022
£

Interest on bank overdrafts and borrowings

170,949

195,082

Other finance costs adjacent to interest

20,992

47,648

191,941

242,730

 

7

Staff costs

Group
The aggregate payroll costs (including directors' remuneration) were as follows:

2023
 £

2022
 £

Wages and salaries

2,816,401

2,460,921

Social security costs

197,584

176,083

Pension costs, defined contribution scheme

42,214

40,403

3,056,199

2,677,407

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

2023
 No.

2022
 No.

Average number of employees

150

136

Company
The aggregate payroll costs (including directors' remuneration) were as follows:

2023
 £

2022
 £

Wages and salaries

366,074

203,750

Social security costs

31,649

18,279

Pension costs, defined contribution scheme

6,055

8,831

403,778

230,860

The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:

2023
 No.

2022
 No.

Average number of employees

10

9

 

Blackadder Corporation Limited

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

 

8

Directors' remuneration

The directors' remuneration for the year was as follows:

2023
£

2022
£

Remuneration

81,927

27,090

 

9

Auditors' remuneration

2023
£

2022
£

Audit of these financial statements

13,200

15,000

 

10

Taxation

Tax charged/(credited) in the consolidated profit and loss account

2023
£

2022
£

Current taxation

UK corporation tax

2,023

-

UK corporation tax adjustment to prior periods

138,406

7,591

140,429

7,591

Deferred taxation

Arising from origination and reversal of timing differences

(126,908)

5,929

Tax expense in the income statement

13,521

13,520

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2022 - higher than the standard rate of corporation tax in the UK) of 23.52% (2022 - 19%).

The differences are reconciled below:

2023
£

2022
£

Profit before tax

223,628

24,224

Corporation tax at standard rate

52,597

4,603

Decrease from effect of different UK tax rates on some earnings

(48,437)

-

Effect of expense not deductible in determining taxable profit (tax loss)

8,927

1,456

Increase from tax losses for which no deferred tax asset was recognised

-

3,094

Increase in UK and foreign current tax from adjustment for prior periods

-

7,591

Tax increase/(decrease) from effect of capital allowances and depreciation

434

(3,224)

Total tax charge

13,521

13,520

 

Blackadder Corporation Limited

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

Deferred tax

Group

Deferred tax assets and liabilities

2023

Liability
£

Accelerated capital allowances

133,124

Retirement benefit obligations

(279)

Revaluation of freehold property

332,156

Tax losses carry-forwards

(140,681)

324,320

2022

Liability
£

Accelerated capital allowances

119,351

Retirement benefit obligations

(279)

Revaluation of freehold property

332,156

451,228

Company

Deferred tax assets and liabilities

2023

Asset
£

Tax losses carry-forwards

140,681

140,681

 

11

Intangible assets

Group

Goodwill
 £

Cost

At 1 January 2023 and at 31 December 2023

275,001

Amortisation

At 1 January 2023 and at 31 December 2023

275,001

Carrying amount

At 31 December 2022 and at 31 December 2023

-

 

Blackadder Corporation Limited

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

 

12

Tangible assets

Group

Freehold land and buildings
£

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 January 2023

4,460,574

1,410,693

5,871,267

Additions

-

138,481

138,481

At 31 December 2023

4,460,574

1,549,174

6,009,748

Depreciation

At 1 January 2023

-

852,432

852,432

Charge for the year

-

88,601

88,601

At 31 December 2023

-

941,033

941,033

Carrying amount

At 31 December 2023

4,460,574

608,141

5,068,715

At 31 December 2022

4,460,574

558,261

5,018,835

Revaluation

The fair value of the group's freehold land and buildings and fixtures and fittings were revalued on 14 September 2015 by an independent valuer. The name and qualification of the independent valuer is Knight Frank LLP, a firm of Chartered Surveyors.

Had these assets been measured on a historical cost basis, the carrying amount would have been £1,075,582 (2022 - £1,069,999). The revaluations of these assets on 14 September 2015 were treated as deemed cost under the transitional arrangements on adoption of FRS 102 and therefore have not been subsequently updated since that date.

The directors consider the valuations to be satisfactory in the current market.

Company

Furniture, fittings and equipment
 £

Cost or valuation

At 1 January 2023

4,497

Additions

230

At 31 December 2023

4,727

Depreciation

At 1 January 2023

1,480

Charge for the year

274

At 31 December 2023

1,754

Carrying amount

At 31 December 2023

2,973

At 31 December 2022

3,017

 

Blackadder Corporation Limited

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

 

13

Investments

Company

2023
£

2022
£

Investments in subsidiaries

1,724,221

1,724,221

Subsidiaries

£

Cost and carrying amount

At 1 January 2023 and at 31 December 2023

1,724,221

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

Evendine Care Limited

England and Wales

Ordinary

100%

100%

Field House Residential Care Limited

England and Wales

Ordinary

100%

100%

Kirby Grange Limited

England and Wales

Ordinary

100%

100%

The principal activity of the subsidiary companies continues to be that of owning and operating residential care homes.

Blackadder Corporation Limited has given a guarantee under section 479A of the Companies Act 2006 to guarantee all outstanding liabilities of the subsidiary companies as at 31 December 2023. The subsidiary companies are therefore exempt from the requirement of the Act relating to the audit of individual accounts. The subsidiary companies that the guarantee applies to are all companies listed above.

 

14

Stocks

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Stocks

11,550

11,550

-

-

 

15

Debtors

   

Group

Company

Note

2023
 £

2022
 £

2023
 £

2022
 £

Trade debtors

 

333,588

233,272

3,266

3,843

Amounts owed by group undertakings

 

-

-

1,322,815

1,526,888

Amounts owed by related parties

23

206,328

712,972

622,548

712,972

Other debtors

 

170,921

138,711

100,614

107,921

Prepayments

 

15,931

22,223

1,364

15,515

Deferred tax assets

10

140,681

-

140,681

-

   

867,449

1,107,178

2,191,288

2,367,139

 

Blackadder Corporation Limited

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

 

16

Creditors

   

Group

Company

Note

2023
 £

2022
 £

2023
 £

2022
 £

Due within one year

 

Loans and borrowings

17

217,981

133,030

217,981

133,030

Trade creditors

 

102,914

153,140

33,186

43,235

Amounts due to related parties

23

249,863

561,069

666,083

558,051

Social security and other taxes

 

203,741

113,177

162,367

80,133

Outstanding defined contribution pension costs

 

1,370

2,391

1,370

723

Other creditors

 

493,403

549,745

413,997

475,471

Accrued expenses

 

161,806

128,260

21,663

8,276

Corporation tax liability

10

140,429

-

-

-

Amounts due to group undertakings

 

-

-

1,358,615

803,454

 

1,571,507

1,640,812

2,875,262

2,102,373

Due after one year

 

Loans and borrowings

17

2,442,075

2,646,850

2,442,075

2,646,850

 

17

Loans and borrowings

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Current loans and borrowings

Bank borrowings

217,981

133,030

217,981

133,030

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Non-current loans and borrowings

Bank borrowings

2,442,075

2,646,850

2,442,075

2,646,850

Bank borrowings due within one year and after one year include two tranche loans of £53,516 (2022 - £207,538) and £2,595,000 (2022 - £2,595,000) respectively. The first tranche loan is being repaid in monthly instalments and is due be repaid in full by April 2024. The second tranche loan of £2,595,000 is due for repayment in full in April 2026. Interest is charged on the loans at 6.25% per annum and loans are secured by way of fixed and floating charges over all assets of the group and over all assets of the group headed by Blackadder Corporation II Limited.

Bank borrowings of £2,660,056 (2022 - £2,779,880) are stated after deducting debt costs of £1,666 (2022 - £22,658).

Subsequent to the year end, the bank borrowings were refinanced to a new long term facility with a different bank.

 

18

Pension and other schemes

Defined contribution pension scheme

 

Blackadder Corporation Limited

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

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £42,214 (2022 - £40,403).

Contributions totalling £1,370 (2022 - £2,391) were payable to the scheme at the end of the year and are included in creditors.

 

19

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

Ordinary A shares of £1 each

76,098

76,098

76,098

76,098

Ordinary B shares of £1 each

1

1

1

1

Ordinary C shares of £1 each

1

1

1

1

 

76,100

76,100

76,100

76,100

Rights, preferences and restrictions

The Ordinary B and Ordinary C shares are ranked on a par with the Ordinary A shares for the purpose of dividend distribution and voting rights.

 

20

Dividends

2023
 £

2022
 £

Dividends paid

96,721

-

 

21

Analysis of changes in net debt

Group

At 1 January 2023
£

Financing cash flows
£

Other non-cash changes
£

At 31 December 2023
£

Cash and cash equivalents

Cash

928,892

42,928

-

971,820

Borrowings

Bank borrowings

(2,779,880)

140,816

(20,992)

(2,660,056)

 

(1,850,988)

183,744

(20,992)

(1,688,236)

Included with other non-cash changes are debt costs amortised of £20,992.

 

22

Financial guarantee contracts

Group

The companies within the group are bound by a cross guarantee in respect bank debt held within the group headed by Blackadder Corporation II Limited. The amounts guaranteed at the balance sheet date is £4,589,851 (2022 - £4,832,238).

 

Blackadder Corporation Limited

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

 

23

Related party transactions

Group

Summary of transactions with other related parties

Included within amounts due to related parties is £249,863 (2022 - £116,833) owed to Blackadder Corporation II Limited (including balances owed to or from that company's subsidiaries), a company under common control. The loans are interest free and have no fixed repayment terms. During the year, management charges receivable of £nil (2022 - £50,000) were charged to Blackadder Corporation II Limited.

Included within amounts due from related parties are £206,328 (2022 - £33,215) owed by Blackadder Corporation Contracting Limited, a company under common control. The loan is interest free and has no fixed repayment terms.

Company

Summary of transactions with key management

Key management personnel are considered to be the directors of the company and key management personnel compensation is disclosed in note 8 to the financial statements.

 

24

Parent and ultimate parent undertaking

The ultimate controlling party is G C Butcher.