Company registration number 03692736 (England and Wales)
SERVICES SUPPORT (BTP) LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
SERVICES SUPPORT (BTP) LIMITED
COMPANY INFORMATION
Directors
KA Cunningham
JS Gordon
Secretary
Resolis Limited
Company number
03692736
Registered office
1 Park Row
Leeds
United Kingdom
LS1 5AB
SERVICES SUPPORT (BTP) LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Statement of comprehensive income
3
Balance sheet
4
Statement of changes in equity
5
Notes to the financial statements
6 - 12
SERVICES SUPPORT (BTP) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The Directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The Company was principally engaged in the performance of a PFI contract to design, build, finance and operate police stations in accordance with an agreement with London Underground Limited, for the use of the British Transport Police 'L (London)' area.
Due to the expiry of the Project Agreement on 25 March 2022 and the directors intention to not acquire a replacement trade, the directors do not consider it appropriate to prepare the financial statements on a going concern basis. The financial statements have therefore been prepared on a basis other than going concern which includes, where appropriate, writing down the Company's assets to net realisable value. The financial statements do not include any provision for the future costs of terminating the business of the Company except to the extent that such costs were committed at the balance sheet date.
Results and dividends
The results of the Company are as set out in the statement of comprehensive income on page 3.
The Directors declared and paid a dividend in 2023 of £Nil (2022: £3,206,084).
Directors
The Directors during the year under review were:
KA Cunningham
JS Gordon
The Directors holdings office at 31 December 2023 did not hold any beneficial interest in the issued share capital of the Company at 1 January 2023 or 31 December 2023.
Qualifying third party indemnity provisions
The Company 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.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
KA Cunningham
Director
31 October 2024
SERVICES SUPPORT (BTP) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
The Directors are responsible for preparing the 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 Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of 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 Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
SERVICES SUPPORT (BTP) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
2023
2022
Notes
£'000
£'000
Turnover
3
-
1,420
Cost of sales
(56)
(1,597)
Gross loss
(56)
(177)
Other interest receivable and similar income
12
4
Gain on disposal of fixed asset investment
7
-
1,700
(Loss)/profit before taxation
(44)
1,527
Tax on (loss)/profit
8
(315)
305
(Loss)/profit for the financial year
(359)
1,832
SERVICES SUPPORT (BTP) LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 4 -
2023
2022
Notes
£'000
£'000
£'000
£'000
Current assets
Debtors
10
32
872
Cash at bank and in hand
443
237
475
1,109
Creditors: amounts falling due within one year
11
(42)
(317)
Net current assets
433
792
Capital and reserves
Called up share capital
12
194
194
Profit and loss reserves
239
598
Total equity
433
792
For the financial year ended 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
The notes on pages 6 to 12 form part of the financial statements.
The financial statements were approved by the board of directors and authorised for issue on 31 October 2024 and are signed on its behalf by:
KA Cunningham
Director
Company registration number 03692736 (England and Wales)
SERVICES SUPPORT (BTP) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Share capital
Profit and loss reserves
Total
£'000
£'000
£'000
Balance at 1 January 2022
194
1,972
2,166
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
1,832
1,832
Dividends
9
-
(3,206)
(3,206)
Balance at 31 December 2022
194
598
792
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
(359)
(359)
Balance at 31 December 2023
194
239
433
SERVICES SUPPORT (BTP) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
1
Accounting policies
Company information
Services Support (BTP) Limited is a private company, limited by shares, registered and incorporated in England and Wales. The Company's registered number and registered office address can be found on the Company Information page.
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 £'000.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This Company is a qualifying entity for the purposes of FRS102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this Company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The Company has therefore taken advantage of exemptions from the following disclosure requirements:
- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
- Section 33 'Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the Company are consolidated in the financial statements of Services Support (BTP) Holdings Limited. Copies of the consolidated accounts are available from Companies House.
1.2
Basis of preparation other than going concern
Due to the expiry of the Project Agreement and the fact that the directors do not intend to acquire a replacement trade, the directors have considered it appropriate to prepare the financial statements on a basis other than going concern. The financial statements have therefore been prepared on a basis other than that of a going concern which includes, where appropriate, writing down the company's assets to net realisable value. The financial statements do not include any provision for the future costs of terminating the business of the Company except to the extent that such costs were committed at the balance sheet date.true
SERVICES SUPPORT (BTP) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 7 -
1.3
Turnover
Turnover was measured at the fair value of the consideration received or receivable and represented amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales related taxes.
Income received in respect of the service concession was allocated between revenue and capital repayment of, and interest income on, the PFI financial asset using the effective interest rate method. Service revenue was recognised as a margin on non-pass-through operating and maintenance costs.
Pass through income represented the direct pass through of recoverable costs, as specified in the Project Agreement.
Variation income related to the recharge of costs incurred for the alteration of the facilities or the services provided, requested by the Authority.
1.4
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.
1.5
Financial instruments
The Company 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 Company's statement of financial position when the Company 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 trade and other receivables and cash and bank balances are initially measured at transaction price including transaction costs and are subsequently carried at amortised costs 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 market rate interest.
Loans and receivables
Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.
Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of the interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to net carrying amount on initial recognition.
SERVICES SUPPORT (BTP) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 8 -
Service concession
The Company is a special purpose entity that was established to provide services under a private finance agreement with London Underground Limited (LUL), for the use of the British Transport Police 'L' area. Under the terms of the Agreement, LUL (as grantor) controls the services to be provided by the Company over the contract term. Based on the contractual arrangements the Company had classified the project as a service concession arrangement, and had accounted for the principal assets of, and income streams from, the project in accordance with FRS 102, Section 34.12 Service Concession Arrangements.
The Company had chosen to adopt the transitional arrangements available within FRS 102, Section 25,10 (i) and as such the service concession arrangement had continued to be accounted for using the same accounting policies being applied at the date of transition to FRS 102 (1 January 2014). The nature of the asset had therefore not changed; however, there was a change in the description from Finance Debtor to Financial Asset.
Under the terms of the arrangement, the Company had the right to receive a baseline contractual payment stream for the provision of the services from or at the direction of the grantor (LUL), and as such the asset was accounted for as a financial asset. The financial asset had initially been recognised at the fair value of the consideration received, based on the fair value of the construction (or upgrade) services, plus any directly attributable transaction costs, provided in line with FRS 102.
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 Company after deducting its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
1.6
Equity instruments
Equity instruments issued by the company 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 company.
1.7
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
SERVICES SUPPORT (BTP) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 9 -
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.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. 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 when the company has 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.
1.8
Leases
Rentals payable under operating leases, including any lease incentives received, were 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 leases asset are consumed.
2
Judgements and key sources of estimation uncertainty
In the application of the company’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 Directors consider there to be no critical judgements or key sources of estimation uncertainty.
3
Turnover and other revenue
An analysis of the Company's turnover is as follows:
2023
2022
£'000
£'000
Turnover analysed by class of business
Service fee income
-
1,403
Variation income
-
13
Rental income
-
4
-
1,420
2023
2022
£'000
£'000
Turnover analysed by geographical market
United Kingdom
-
1,420
SERVICES SUPPORT (BTP) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
4
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the Company and the Company's parent Company
-
15
5
Employees
The Company had no employees during the current or prior year.
6
Directors' remuneration
No directors received any remuneration for services to the Company during the current or prior year.
7
Gain on disposal of fixed asset investment
2023
2022
£'000
£'000
Gain on disposal of fixed asset investments
1,700
8
Taxation
2023
2022
£'000
£'000
Current tax
UK corporation tax on profits for the current period
(308)
Adjustments in respect of prior periods
315
Total current tax
315
(308)
Deferred tax
Origination and reversal of timing differences
3
Total deferred tax
3
Total tax charge/(credit)
315
(305)
SERVICES SUPPORT (BTP) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
8
Taxation
(Continued)
- 11 -
Analysis of the tax charge
The actual charge/(credit) for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2023
2022
£'000
£'000
(Loss)/profit before taxation
(44)
1,527
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 23.50% (2022: 19.00%)
(10)
290
Transactions not subject to corporation tax
12
Gains not taxable
(323)
Adjustments in respect of prior years
315
(308)
Losses extinguished on cessation
10
24
Taxation charge/(credit) for the year
315
(305)
The corporation tax rate was 19% until March 2023. From 1 April 2023 the main rate increased to 25% for business profits made by the company over £250,000. A small profit rate (SPR) was also introduced for companies with profits of £50,000 or less so that they continued to pay corporation tax at 19%. Companies with profits between £50,000 and £250,000 pay tax at the main rate reduced by a marginal relief, providing a gradual increase in the effective corporation tax rate. The company has assessed the impact of this change and consider the full rate of 25% will apply.
9
Dividends
2023
2022
£'000
£'000
Ordinary Shares
Interim paid
3,206
-
3,206
10
Debtors
2023
2022
Amounts falling due within one year:
£'000
£'000
Trade debtors
3
Corporation tax recoverable
599
VAT asset
32
270
32
872
SERVICES SUPPORT (BTP) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
11
Creditors: amounts falling due within one year
2023
2022
£'000
£'000
Trade creditors
9
Amounts owed to group undertakings
283
Corporation tax
13
Accruals and deferred income
20
34
42
317
12
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary Shares of £1 each
194,000
194,000
194
194
13
Controlling parties
The Company's immediate parent company is Services Support (BTP) Holdings Limited, a company incorporated in Great Britain and registered in England and Wales, with a registered address of 1 Park Row, Leeds, United Kingdom, LS1 5AB. The smallest and largest group in which its results are consolidated is Services Support (BTP) Holdings Limited. Copies of the consolidated accounts are available from Companies House.
Services Support (BTP) Holdings Limited is 100% owned by JLIF Holdings (Justice & Emergency Services) Limited. JLIF Holdings (Justice & Emergency Services) Limited is 100% owned by Jura Holdings Limited, a Guernsey registered owned by a consortium of jointly-led funds managed by Dalmore Capital Limited and Equitix Investment Management Limited. The Directors regard Jura Holdings Limited as the ultimate parent of the Company. The Directors consider that there is no ultimate controlling party.
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