Company registration number 07061468 (England and Wales)
CLIPPER VENTURES HOLDINGS PLC
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
CLIPPER VENTURES HOLDINGS PLC
COMPANY INFORMATION
Directors
Sir R Knox-Johnston
W Ward
L Ayres
C Rushton
N B Butterworth
(Appointed 14 March 2024)
Secretary
N B Butterworth
Company number
07061468
Registered office
The Granary and Bakery Building
Royal Clarence Yard
Weevil Lane
Gosport
Hampshire
PO12 1FX
Auditor
Moore (South) LLP
City Gates
2 - 4 Southgate
Chichester
West Sussex
PO19 8DJ
Bankers
HSBC Bank PLC
165 High Street
Southampton
Hampshire
SO15 2AT
CLIPPER VENTURES HOLDINGS PLC
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 32
CLIPPER VENTURES HOLDINGS PLC
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2024
- 1 -

The directors present the strategic report for the year ended 31 January 2024.

Business review

The Group's main business is staging round the world yacht races.

 

The Group is part of a group whose main business is staging round the world yacht races.

 

The results of the Group are set out on page 9, with a profit on ordinary activities before tax of £2,245,636 (2023 - £3,696,789). The shareholder funds of the Group total £3,402,168 (2023 - £2,638,528).

 

The Groups's principal product is the Clipper Round The World Yacht Race, the current edition of which started in September 2023 and completed post-year end in July 2024. The Group also operates the brands Clipper Events, which delivers racing and corporate sailing experiences, and SKIRR Adventures, which offers sailing expeditions to remote locations.

 

The financial year comprises the first half of the Clipper 2023-24 Race, with four of the eight legs completed at the year end date, and the corresponding revenues and costs of the first half released and recognised in the year end accounts in line with accounting policies. For comparison purposes, the prior year accounts to 31 January 2023 contains the final three of eight race legs of the Covid-interrupted Clipper 2019-20 Race, which resumed in March 2022 and finished in July 2022. All income and expenditure received and incurred in relation to future race editions is deferred into future accounting periods.

 

Turnover of £13,211,493 (2023 - £10,382,804) is driven by Round The World Race income of £9,471,549 (2023 - £4,403,038) which comprises a blend of crew participating in one race leg, multiple legs or a full circumnavigation (with revenue recognised up to the end of leg four in the current year), plus training fees, and race sponsorship of £2,074,802 (2023 - £4,480,018) which reflects the rights fees paid by host ports and commercial partners, which was impacted the non-payment of two partner contracts totalling £2.7m across the 2023-24 Race.

 

Strategy and Future Developments

The Company and Group remains fully focused on developing all Clipper Ventures brands including the Clipper Round The World Yacht Race, SKIRR Adventures, Clipper Events, Clipper China and Hamble School of Yachting. United by the desire for adventure, ambition, limitless boundaries and sailing excellence, the Clipper Ventures brands enable extraordinary personal experiences by making them accessible and achievable. Success will be maintained through the recruitment of race crew, strengthening our partnerships approach to attract global cities and commercial partners to future race editions, consolidating on the recent demand for our SKIRR expeditions and our own sailing events such as the Knox-Johnston Cup, and through the ongoing delivery of sailing training both locally and beyond.

 

Principal risks and uncertainties

The process of risk acceptance and risk management is addressed through a framework of policies, procedures and internal controls. Agreed operating procedures are used to manage risks arising from marine operations. All policies are subject to Board approval and ongoing review by management, risk management and internal audit.

 

Compliance with regulation, legal and ethical standards is a high priority for the Group and the compliance team, and the Group finance department take on an important oversight role in this regard. The CEO is responsible for satisfying themselves that a proper internal control framework exists to manage financial risks and that controls operate effectively.

 

The principal risk to our Group arise from economic conditions, particularly with regards to the Covid pandemic, and marine operations/accidents/incidents. Assumptions have been made in the preparation of these accounts, particularly in the area of Deferred Income and Prepayments. Particular note should be made to the levels of deferrals and prepayments, details of which are outlined per Judgements and Key Estimates (note 2). The total race deferred income is £17,741,756 (2023 - £21,576,706) which is greater than prepaid race expenses of £4,255,178 (2023 - £3,725,068).

 

CLIPPER VENTURES HOLDINGS PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 2 -
Key performance indicators ('KPIs')

The Directors assess the performance of the Group using the following KPIs:

 

Net profit: £1,763,640 (2023 - £3,026,171)

Net shareholder funds: £3,402,168 (2023 - £2,638,528)

s172 Statement

This section describes how the directors have had regard to the matters set out in section 172(1)(a) to (f) Companies Act 2006 in exercising their duty to promote the success of the Company for the benefit of its members as a whole and regard, (amongst other matters) to:

The likely consequences of any decisions in the long-term

The board discusses all longer term projects at Board meetings and collectively makes the final decision, if and whether to initiate the project, in respect of considering the strategic direction of the company.

The interest of the Group’s employees

The Board takes into account the impact of its decisions on all employees. Directors recognise that all employees are key to delivering the company’s strategic initiatives. The Group provides necessary training to all employees where it has been identified by the company or requested by the employee.

The need to foster the company’s business relationships with suppliers, customers and others:

The Board recognises the importance of maintaining good relationships and good collaboration with the crew of the yachts, partners/sponsors, suppliers and external clients to promote the success of the Group and to help drive the business objectives.

The impact of the company’s operations on the community and the environment:

The impact of the Group’s activities on the community and the environment are taken into account and discussed at Board level.

The desirability of the company’s operation on the community and the environment:

The Group is actively considering the impact of environmental sustainability and community engagement through the appointment of external consultants to review our current commitments and set future ambitions across ESG indicators that consider climate, the environment, social, economic impact and diversity and inclusion.

The desirability of the company maintaining a reputation for high standards of business conduct:

The board conducts all its decision making with integrity, thus maintaining the highest standards of professionalism and safety.

The need to act fairly as between members of the company:

The Board engages directly with senior management through monthly management meetings and regular correspondence to explain projects and strategies.

 

On behalf of the board

Sir R Knox-Johnston
Director
30 October 2024
CLIPPER VENTURES HOLDINGS PLC
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2024
- 3 -

The directors present their annual report and financial statements for the year ended 31 January 2024.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £1,000,000. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Sir R Knox-Johnston
W Ward
L Ayres
C Rushton
N B Butterworth
(Appointed 14 March 2024)
Qualifying third party indemnity provisions

The group has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Auditor

The auditors, Moore (South) LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Statement of directors' responsibilities

The directors are responsible for preparing the Annual 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:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Strategic report

The group and company have chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial risk management objectives and policies, post balance sheet events and future developments.true

CLIPPER VENTURES HOLDINGS PLC
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 4 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Sir R Knox-Johnston
Director
30 October 2024
CLIPPER VENTURES HOLDINGS PLC
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CLIPPER VENTURES HOLDINGS PLC
- 5 -
Opinion

We have audited the financial statements of Clipper Ventures Holdings PLC (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and 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 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 and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

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

Other information

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

CLIPPER VENTURES HOLDINGS PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CLIPPER VENTURES HOLDINGS PLC
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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.

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

 

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

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company and group.

CLIPPER VENTURES HOLDINGS PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CLIPPER VENTURES HOLDINGS PLC
- 7 -

Our approach was as follows:

To address the risk of fraud through management override we:

 

In response to the risk of fraud through revenue and cost of sales recognition policies we:

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.

 

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.

CLIPPER VENTURES HOLDINGS PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CLIPPER VENTURES HOLDINGS PLC
- 8 -

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.

Matthew Bather (Senior Statutory Auditor)
For and on behalf of Moore (South) LLP
30 October 2024
Chartered Accountants
Statutory Auditor
City Gates
2 - 4 Southgate
Chichester
West Sussex
PO19 8DJ
CLIPPER VENTURES HOLDINGS PLC
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
13,211,493
10,382,804
Cost of sales
(6,027,520)
(3,262,680)
Gross profit
7,183,973
7,120,124
Administrative expenses
(5,163,570)
(3,455,632)
Other operating income
69,561
13,483
Operating profit
4
2,089,964
3,677,975
Interest receivable and similar income
8
161,058
38,828
Interest payable and similar expenses
9
(5,386)
(20,014)
Profit before taxation
2,245,636
3,696,789
Tax on profit
10
(481,996)
(670,618)
Profit for the financial year
1,763,640
3,026,171
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
CLIPPER VENTURES HOLDINGS PLC
GROUP BALANCE SHEET
AS AT 31 JANUARY 2024
31 January 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
13
192,443
230,931
Negative goodwill
13
-
0
(246,965)
Net goodwill
192,443
(16,034)
Tangible assets
12
6,294,397
5,801,154
Investments
14
45,620
45,620
6,532,460
5,830,740
Current assets
Debtors falling due after more than one year
17
2,355,414
4,466,181
Debtors falling due within one year
17
10,831,248
11,161,111
Cash at bank and in hand
4,278,544
5,611,045
17,465,206
21,238,337
Creditors: amounts falling due within one year
18
(10,377,928)
(9,888,631)
Net current assets
7,087,278
11,349,706
Total assets less current liabilities
13,619,738
17,180,446
Creditors: amounts falling due after more than one year
19
(8,863,663)
(13,345,505)
Provisions for liabilities
Deferred tax liability
21
1,353,907
1,196,413
(1,353,907)
(1,196,413)
Net assets
3,402,168
2,638,528
Capital and reserves
Called up share capital
23
50,022
50,022
Share premium account
408,731
408,731
Profit and loss reserves
2,943,415
2,179,775
Total equity
3,402,168
2,638,528

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 30 October 2024 and are signed on its behalf by:
30 October 2024
Sir R Knox-Johnston
Director
Company registration number 07061468 (England and Wales)
CLIPPER VENTURES HOLDINGS PLC
COMPANY BALANCE SHEET
AS AT 31 JANUARY 2024
31 January 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
14
2,036,092
2,036,092
Current assets
Debtors
17
125
270
Cash at bank and in hand
7
187
132
457
Net current assets
132
457
Total assets less current liabilities
2,036,224
2,036,549
Creditors: amounts falling due after more than one year
19
(1,361,030)
(1,360,010)
Net assets
675,194
676,539
Capital and reserves
Called up share capital
23
50,022
50,022
Share premium account
408,731
408,731
Profit and loss reserves
216,441
217,786
Total equity
675,194
676,539

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £998,655 (2023 - £2,032 loss).

The financial statements were approved by the board of directors and authorised for issue on 30 October 2024 and are signed on its behalf by:
30 October 2024
Sir R Knox-Johnston
Director
Company registration number 07061468 (England and Wales)
CLIPPER VENTURES HOLDINGS PLC
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024
- 12 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 February 2022
50,002
408,731
(846,396)
(387,663)
Year ended 31 January 2023:
Profit and total comprehensive income
-
-
3,026,171
3,026,171
Issue of share capital
23
20
-
0
-
20
Balance at 31 January 2023
50,022
408,731
2,179,775
2,638,528
Year ended 31 January 2024:
Profit and total comprehensive income
-
-
1,763,640
1,763,640
Dividends
11
-
-
(1,000,000)
(1,000,000)
Balance at 31 January 2024
50,022
408,731
2,943,415
3,402,168
CLIPPER VENTURES HOLDINGS PLC
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 February 2022
50,002
408,731
219,818
678,551
Year ended 31 January 2023:
Loss and total comprehensive income for the year
-
-
(2,032)
(2,032)
Issue of share capital
23
20
-
0
-
20
Balance at 31 January 2023
50,022
408,731
217,786
676,539
Year ended 31 January 2024:
Profit and total comprehensive income
-
-
998,655
998,655
Dividends
11
-
-
(1,000,000)
(1,000,000)
Balance at 31 January 2024
50,022
408,731
216,441
675,194
CLIPPER VENTURES HOLDINGS PLC
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
30
2,077,055
1,464,194
Income taxes (paid)/refunded
(855,637)
529,777
Net cash inflow from operating activities
1,221,418
1,993,971
Investing activities
Purchase of tangible fixed assets
(668,695)
(81,172)
Proceeds from disposal of tangible fixed assets
-
2,308
Loans (advanced)/repaid (to)/by directors
150,000
(250,000)
Loans made to other entities
(1,450,000)
(200,000)
Repayment of loans from other entities
279,166
166,667
Interest received
161,058
38,828
Net cash used in investing activities
(1,528,471)
(323,369)
Financing activities
Proceeds from issue of shares
-
20
Repayment of bank loans
(20,062)
(908,013)
Interest paid
(5,386)
(20,014)
Dividends paid to equity shareholders
(1,000,000)
-
0
Net cash used in financing activities
(1,025,448)
(928,007)
Net (decrease)/increase in cash and cash equivalents
(1,332,501)
742,595
Cash and cash equivalents at beginning of year
5,611,045
4,868,450
Cash and cash equivalents at end of year
4,278,544
5,611,045
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
- 15 -
1
Accounting policies
Company information

Clipper Ventures Holdings PLC (“the company”) is a public limited company domiciled and incorporated in England and Wales. The registered office is The Granary and Bakery Building, Royal Clarence Yard, Weevil Lane, Gosport, Hampshire, PO12 1FX.

 

The group consists of Clipper Ventures Holdings PLC and its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 2).

 

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these finance statements.

1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

The consolidated financial statements incorporate those of Clipper Ventures Holdings PLC and its subsidiaries (i.e. entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired are consolidated using the purchase method. Their results are incorporated from the date that control passes.

 

All financial statements are made up to 31 January 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.3
Going concern

At the time of approving the financial statements the directors have a reasonable expectation that the Company and Group has adequate resources to continue in operational existence for the foreseeable future. This expectation is based on a thorough review of the budgets and financial forecasts of the business.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 16 -
1.4
Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, VAT and other sales related taxes. The following criteria must also be met before the following specific turnover is recognised:

Race income is included in turnover based upon stage of completion of the race. Where the duration of a race extends over more than one accounting period, the income and expenditure relating to that race is accounted for on a long-term basis with income and expenses brought into the Statement of Income and Retained Earnings by reference to the completed race stages at the end of the financial year. At the end of each accounting period, income received, and expenditure incurred that relate to future activities are deferred.

 

Sponsorship income is recognised in accordance with milestones set out in the sponsorship contracts whereby the income is recognised when the conditions for that milestone have been met.

 

Charter, training and other income is recognised along with related expenditure in the period when the activity is performed.

1.5
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life of 10 years and is amortised on a systematic basis over its expected life.

 

Negative goodwill arising on the acquisition of a business, representing any excess of the fair value of the identifiable assets and liabilities acquired over the fair value of the consideration given, is capitalised, and that relating to the non-monetary assets acquired is recognised in the period in which they are recovered. Any negative goodwill in excess of the fair value of the non-monetary assets acquired is recognised in the profit and loss account in the periods expected to benefit.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost net of depreciation and any impairment losses.

 

Assets under construction are measured at cost until such time as they are made available for use.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Yachts and equipment
Depreciation of race yachts is treated as a race cost and charged to the Consolidated Statement of Comprehensive Income on the basis of race completion. The estimated useful life of a race yacht is 5-7 races.
Depreciation of boats held within subsidiary entities is 5% straight line.
Fixtures, fittings & equipment
Straight line over 3-5 years.
Motor vehicles
Straight line over 5 years.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 17 -
1.7
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 18 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 19 -
1.12
Derivatives

The Group enters into foreign exchange forward contracts in order to manage its exposure to foreign exchange risk

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.16
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 20 -
1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

 

On consolidation, the results of overseas operation are translated into Sterling at rates approximating to those ruling when the transactions took place. Assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised within other comprehensive income.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

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

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of goodwill

Determining whether goodwill is impaired requires an estimation of the value in use of the cash generating units ('CGUs') to which the goodwill has been allocated. The value in use calculation requires the Company to estimate the future cash flows expected to arise from the CGU and apply a suitable discount rate in order to calculate the present value.

Deferred income

Income is brought into the Statement of Income and Retained Earnings by reference to the completed race stages at the end of each financial year. Income relating to future activities is deferred, based on the different activities as set out in note 1.3. Within deferred income at the year end is £5,859,064 related to the 2023/24 RTW race; £8,829,305 related to the 2025/26 RTW race; £3,053,387 related to the 2023/24 race sponsorship; and £126,691 related to other 2024 Clipper Events.

Bad debt provisions

The trade debtor balances recorded in the Group's balance sheet comprise a relatively large number of small balances. A full line by line review of trade debtors is regularly carried out. Whilst every attempt is made to ensure that the bad debt provisions are accurate as possible, there remains a risk that the provisions do not match the level of debts which ultimately prove to be uncollectable.

Tangible fixed assets

A significant variation in deprecation or residual values applied to race yachts could lead to a material impact within the income statement. Depreciation policies adopted are management's best estimate of useful life based on historic and current market information.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 21 -
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Race income
9,471,549
4,403,038
Charter income
400,754
224,875
Sponsorship income
2,074,802
4,480,018
Training and other income
1,083,503
1,077,393
SKIRR race income
180,885
197,480
13,211,493
10,382,804

All income arose within the United Kingdom.

4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
60,327
(74,209)
Depreciation of owned tangible fixed assets
234,976
116,791
Profit on disposal of tangible fixed assets
-
(2,308)
Amortisation of intangible assets
(208,477)
(208,479)
Operating lease charges
54,905
22,549
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
22,800
16,000
For other services
All other non-audit services
6,525
5,500
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 22 -
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
2024
2023
Number
Number
Management
6
4
Administrative
51
41
Yacht personnel
51
47
Total
108
92

Their aggregate remuneration comprised:

Group
2024
2023
£
£
Wages and salaries
3,425,618
2,140,064
Social security costs
307,991
293,619
Pension costs
61,903
48,698
3,795,512
2,482,381

The Company has no employees other than the directors, who did not receive any remuneration through the Company during the year (2023 - £nil). Directors' remuneration is borne by the immediate subsidiary, see note 7.

7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
640,567
471,988
Company pension contributions to defined contribution schemes
5,485
1,011
646,052
472,999

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023 - 2).

Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
269,289
255,488
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 23 -
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
538
317
Other interest income
160,520
38,511
Total income
161,058
38,828
9
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
1,603
20,014
Other interest
3,783
-
Total finance costs
5,386
20,014
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
324,883
491,143
Adjustments in respect of prior periods
(381)
-
0
Total current tax
324,502
491,143
Deferred tax
Origination and reversal of timing differences
157,494
179,475
Total tax charge
481,996
670,618
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
10
Taxation
(Continued)
- 24 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
2,245,636
3,696,789
Expected tax charge based on the standard rate of corporation tax in the UK of 24.03% (2023: 19.00%)
539,626
702,390
Tax effect of expenses that are not deductible in determining taxable profit
11,103
15,376
Tax effect of income not taxable in determining taxable profit
-
0
(710)
Tax effect of utilisation of tax losses not previously recognised
(19,187)
-
0
Effect of change in corporation tax rate
6,346
(7,114)
Other factors
(55,892)
(39,324)
Taxation charge
481,996
670,618
11
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
1,000,000
-
12
Tangible fixed assets
Group
Assets under construction
Yachts and equipment
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 February 2023
85,307
11,361,348
643,468
16,420
12,106,543
Additions
543,713
102,509
22,473
-
0
668,695
Transfers
-
0
(656)
656
-
0
-
0
At 31 January 2024
629,020
11,463,201
666,597
16,420
12,775,238
Depreciation and impairment
At 1 February 2023
-
0
5,661,264
627,705
16,420
6,305,389
Depreciation charged in the year
-
0
163,633
11,819
-
0
175,452
At 31 January 2024
-
0
5,824,897
639,524
16,420
6,480,841
Carrying amount
At 31 January 2024
629,020
5,638,304
27,073
-
0
6,294,397
At 31 January 2023
85,307
5,700,084
15,763
-
0
5,801,154
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
12
Tangible fixed assets
(Continued)
- 25 -
The company had no tangible fixed assets at 31 January 2024 or 31 January 2023.
13
Intangible fixed assets
Group
Goodwill
Negative goodwill
Total
£
£
£
Cost
At 1 February 2023 and 31 January 2024
384,883
(3,929,574)
(3,544,691)
Amortisation and impairment
At 1 February 2023
153,952
(3,682,609)
(3,528,657)
Amortisation charged for the year
38,488
(246,965)
(208,477)
At 31 January 2024
192,440
(3,929,574)
(3,737,134)
Carrying amount
At 31 January 2024
192,443
-
0
192,443
At 31 January 2023
230,931
(246,965)
(16,034)
The company had no intangible fixed assets at 31 January 2024 or 31 January 2023.
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
2,036,092
2,036,092
Investments in joint ventures
16
45,620
45,620
-
0
-
0
45,620
45,620
2,036,092
2,036,092
Movements in fixed asset investments
Group
Shares in joint ventures
£
Cost or valuation
At 1 February 2023 and 31 January 2024
45,620
Carrying amount
At 31 January 2024
45,620
At 31 January 2023
45,620
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
14
Fixed asset investments
(Continued)
- 26 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 February 2023 and 31 January 2024
2,036,092
Carrying amount
At 31 January 2024
2,036,092
At 31 January 2023
2,036,092
15
Subsidiaries

Details of the company's subsidiaries at 31 January 2024 are as follows:

Name of undertaking
Nature of business
Class of
% Held
shares held
Direct
Indirect
Clipper Ventures PLC
Marine events
Ordinary
100.00
-
Hamble Sea School Limited
Sailing school
Ordinary
-
100.00
Hamble School of Yachting Limited
Sailing school
Guarantee
-
100.00
Clipper Ventures Online Limited
Dormant
Ordinary
-
100.00
Skirr Adventures Ltd
Dormant
Ordinary
-
100.00

The registered office of Clipper Ventures PLC, Clipper Ventures Online Limited and Skirr Adventures Ltd is The Granary and Bakery Building, Royal Clarence Yard, Weevil Lane, Gosport, Hampshire, PO12 1FX.

 

The registered office of Hamble Sea School Limited and Hamble School of Yachting Limited is Mercury Yacht Harbour, Satchell Lane, Hamble, Hampshire, SO31 4HQ.

 

Clipper Ventures Australia was formerly dissolved on 1 November 2023. The company was dormant in the prior year and contained £nil net assets within the Clipper Ventures Holdings plc consolidated financial statements in either the 2023 or 2024 year end.

16
Joint ventures

Details of joint ventures at 31 January 2024 are as follows:

Name of undertaking
Nature of business
Interest
% Held
held
Direct
Indirect
Clipper Sports Shanghai Limited
Marine events
Ordinary
-
60.00

The registered office of Clipper Sports Shanghai Limited is 5F, 1018 Xikang Road, Shanghai, 20060, China.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 27 -
17
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
4,425,416
7,818,156
-
0
-
0
Corporation tax recoverable
223,124
169,215
-
0
-
0
Other debtors
2,119,557
1,150,624
125
270
Prepayments and accrued income
4,063,151
2,023,116
-
0
-
0
10,831,248
11,161,111
125
270
Amounts falling due after more than one year:
Trade debtors
1,610,409
2,279,307
-
0
-
0
Other debtors
312,500
269,444
-
0
-
0
Prepayments and accrued income
432,505
1,917,430
-
0
-
0
2,355,414
4,466,181
-
-
Total debtors
13,186,662
15,627,292
125
270
18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
20
21,456
21,960
-
0
-
0
Trade creditors
567,459
359,798
-
0
-
0
Corporation tax payable
33,745
510,971
-
0
-
0
Other taxation and social security
105,771
66,333
-
-
Deferred income
9,039,142
8,285,117
-
0
-
0
Other creditors
283,781
272,972
-
0
-
0
Accruals
326,574
371,480
-
0
-
0
10,377,928
9,888,631
-
0
-
0

Fixed and floating charge with HSBC Bank plc over the undertaking and all property and assets present and future, including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant & machinery within Clipper Ventures Holdings PLC and Clipper Ventures PLC. Charge dated 17 November 2009 and 22 October 2010 respectively.

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 28 -
19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
20
34,358
53,916
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
1,361,030
1,360,010
Deferred income
8,829,305
13,291,589
-
0
-
0
8,863,663
13,345,505
1,361,030
1,360,010
20
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
55,814
75,876
-
0
-
0
Payable within one year
21,456
21,960
-
0
-
0
Payable after one year
34,358
53,916
-
0
-
0

Two separate bank loans outstanding at the year end.

 

Bank loan one: £30.880

No charges are held against loan one.

 

The first repayment on the loan was made in August 2021 and the loan is repayable within 5 years from this date. Interest is charged at 2.5%.

 

Bank loan two: £24,934

No charges are held against loan two.

 

The first repayment on the loan was made in March 2022 and the loan is repayable within 5 years from this date. Interest is charged at 2.5%.

21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group, and movements thereon:

Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
1,358,461
1,198,527
Other short term timing differences
(4,554)
(2,114)
1,353,907
1,196,413
The company has no deferred tax assets or liabilities.
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
21
Deferred taxation
(Continued)
- 29 -
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 February 2023
1,196,413
-
Charge to profit or loss
157,494
-
Liability at 31 January 2024
1,353,907
-
22
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
61,903
48,698

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Contributions totalling £19,078 (2023 - £10,389) were payable to the fund at the balance sheet date and are included within creditors.

23
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.1p each
37,520,000
37,500,000
37,520
37,520
Deferred shares of £1 each
12,500
12,500
12,500
12,500
B shares of 1p each
100
100
1
1
C shares of 1p each
100
100
1
1
37,532,700
37,512,700
50,022
50,022
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
23
Share capital
(Continued)
- 30 -

Ordinary shares have attached to them full voting, dividend and capital distribution rights, including on winding up. They do not confer any rights of redemption.

 

Deferred shares have no rights to income, return of capital, dividend or voting rights.

 

B shares have no rights to return of capital or voting; or the same rights to capital and voting as the Ordinary shares subject to the holder of such B shares holding the office of director at the time of each Annual General Meeting, the right to participate in dividends in preference to the Ordinary shares and the Deferred shares.

 

C shares have no rights to return of capital or voting; or the same rights to capital and voting as the Ordinary shares subject to the holder of such B shares holding the office of director at the time of each Annual General Meeting, the right to participate in dividends in preference to the Ordinary shares and the Deferred shares.

 

20,000 0.1p ordinary shares were issued in the year ended 31 January 2023 increasing ordinary share capital by £20.

24
Reserves

The share premium account is used to record the aggregate amount or value of premiums paid when the Company's shares are issued at an amount in excess of nominal value.

 

The profit and loss account relates to the cumulative retained earnings after deduction of amounts distributed to shareholders.

25
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
60,551
51,678
-
-
Between two and five years
73,086
136,864
-
-
133,637
188,542
-
-
26
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2024
2023
2024
2023
£
£
£
£
Acquisition of tangible fixed assets
4,830,000
-
-
-
CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 31 -
27
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2024
2023
£
£
Aggregate compensation
798,780
609,631
Other transactions and balances with related parties

The Group has previously made interest free loans to its directors. At the year end there was a balance of £750,000 (2023 - £900,000) outstanding. No amounts written off in the period. Amounts have been classified as short term as they are repayable on demand.

 

The Group has provided services totalling £nil (2023 - £nil) to its joint venture, Clipper Sports Shanghai Limited. At the year end there was a balance of £nil (2023 - £nil) outstanding due from that company.

 

Included within other debtors is a balance of £1,606,945, of which £1,294,445 is short term and £312,500 long term, (2023 - £436,111, of which £166,667 was short term and £269,444 long term) due from a company to which one of the directors has a 25% shareholding. Amounts loaned generate interest of 8% per annum.

28
Controlling party

At 31 January 2023 the controlling party was Mr W Ward, a director, who owns 60% of the share capital of Clipper Ventures Holdings PLC.

29
Subsidiaries claiming audit exemption

The following companies which are included within the consolidated accounts have claimed the audit exemption available under Section 479A of the Companies Act 2006, and their individual company accounts have not been audited:

 

Company Name                    Reg. Number    County of Incorporation

 

Hamble Sea School Limted            05336324    England and Wales

Hamble School of Yachting Limited            05363804    England and Wales

CLIPPER VENTURES HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 32 -
30
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
1,763,640
3,026,171
Adjustments for:
Taxation charged
481,996
670,618
Finance costs
5,386
20,014
Investment income
(161,058)
(38,828)
Gain on disposal of tangible fixed assets
-
(2,308)
Amortisation and impairment of intangible assets
(208,477)
(208,479)
Depreciation and impairment of tangible fixed assets
175,452
325,648
Movements in working capital:
Decrease in stocks
-
1,016
Decrease/(increase) in debtors
3,515,373
(2,709,787)
Increase in creditors
213,002
506,287
Decrease in deferred income
(3,708,259)
(126,158)
Cash generated from operations
2,077,055
1,464,194
31
Analysis of changes in net funds - group
1 February 2023
Cash flows
31 January 2024
£
£
£
Cash at bank and in hand
5,611,045
(1,332,501)
4,278,544
Borrowings excluding overdrafts
(75,876)
20,062
(55,814)
5,535,169
(1,312,439)
4,222,730
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