Company registration number 04095208 (England and Wales)
PINNACLE SCHOOLS (FIFE) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
PINNACLE SCHOOLS (FIFE) LIMITED
COMPANY INFORMATION
Directors
P Johnstone
(Appointed 15 January 2024)
S McGhee
(Appointed 12 May 2023)
Company number
04095208
Registered office
1 Park Row
Leeds
United Kingdom
LS1 5AB
Auditor
Johnston Carmichael LLP
7-11 Melville Street
Edinburgh
EH3 7PE
PINNACLE SCHOOLS (FIFE) LIMITED
CONTENTS
Page
Directors' report
1 - 2
Independent auditor's report
3 - 6
Statement of comprehensive income
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 17
PINNACLE SCHOOLS (FIFE) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 March 2024.
Principal activities
The Company is a wholly owned subsidiary of Pinnacle Schools (Fife) Holdings Limited
In September 2001 the Company was awarded by Fife Council the Private Finance Initiative ("PFI") project to design, build, finance and operate three schools in Fife, Scotland. The contract's expiry date is May 2028.
In August 2003 the Company completed construction of the schools, and the schools became operational. There have not been any significant changes in the Company's principal activities during the year, and no major changes are anticipated in the foreseeable future.
Results and dividends
The results for the year are set out on page 7.
Ordinary dividends were paid amounting to £630,969. 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:
P Johnstone
(Appointed 15 January 2024)
S McGhee
(Appointed 12 May 2023)
S Kelly
(Resigned 30 May 2023)
M Templeton
(Resigned 15 January 2024)
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.
Auditor
The auditor, Johnston Carmichael LLP, is deemed to be reappointed under section 487(2) 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 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.
PINNACLE SCHOOLS (FIFE) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
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 company’s auditor 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 company’s auditor is aware of that information.
Going concern
These financial statements have been prepared on the going concern basis for the reasons set out in the Accounting Policies.
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
P Johnstone
Director
4 November 2024
PINNACLE SCHOOLS (FIFE) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PINNACLE SCHOOLS (FIFE) LIMITED
- 3 -
Opinion
We have audited the financial statements of Pinnacle Schools (Fife) Limited (the 'company') for the year ended 31 March 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity 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:
•give a true and fair view of the state of the company's affairs as at 31 March 2024 and of its 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.
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 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 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.
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:
the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
PINNACLE SCHOOLS (FIFE) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PINNACLE SCHOOLS (FIFE) LIMITED
- 4 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in 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:
A
T
Cdirectors' remuneration specified by law are not made; or
W
The directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and take advantage of the small companies exemption from the requirement to prepare a strategic.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement set out on page 1, 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 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 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 for the audit of the financial statements is located on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Extent the audit was considered capable of detecting irregularities, including fraud
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.
We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.
All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
PINNACLE SCHOOLS (FIFE) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PINNACLE SCHOOLS (FIFE) LIMITED
- 5 -
We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:
We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of relevant correspondence with regulatory bodies and board meeting minutes.
We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. In areas of the financial statements where the risks were considered to be higher, we performed procedures to address each identified risk. We identified a heightened fraud risk in relation to:
In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:
Recalculating the unitary charge received by taking the base charge per the project agreement and uplifting for RPI;
Agreeing a sample of months' income receipts to invoice and bank statements;
Performing an assessment on the service margins used in the year and agreeing margins used to the active financial models;
Reconciling the finance income and amortisation to the finance debtor reconciliation to ensure allocation methodology is in line with contractual terms and relevant accounting standards;
Reviewing minutes of meetings of those charged with governance for reference to: breaches of laws and regulation or for any indication of any potential litigation and claims; and events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud;
Reviewing the level of and reasoning behind the company’s procurement of legal and professional services;
Performing audit work procedures over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing judgements made by management in their calculation of accounting estimates for potential management bias;
Completion of appropriate checklists and use of our experience to assess the company's compliance with the Companies Act 2006; and
Agreement of the financial statement disclosures to supporting documentation.
Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
PINNACLE SCHOOLS (FIFE) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PINNACLE SCHOOLS (FIFE) LIMITED
- 6 -
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.
Allison Dalton
Senior Statutory Auditor
For and on behalf of Johnston Carmichael LLP
4 November 2024
Chartered Accountants
Statutory Auditor
7-11 Melville Street
Edinburgh
EH3 7PE
PINNACLE SCHOOLS (FIFE) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
2024
2023
Notes
£'000
£'000
Turnover
5,405
5,125
Cost of sales
(3,938)
(3,968)
Gross profit
1,467
1,157
Administrative expenses
(306)
(229)
Operating profit
1,161
928
Other interest receivable and similar income
1,244
1,429
Interest payable and similar expenses
6
(894)
(1,089)
Profit before taxation
1,511
1,268
Tax on profit
7
(442)
(306)
Profit for the financial year
1,069
962
The profit and loss account has been prepared on the basis that all operations are continuing operations.
PINNACLE SCHOOLS (FIFE) LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 8 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Current assets
Debtors falling due after more than one year
9
10,560
13,426
Debtors falling due within one year
9
4,295
3,836
Cash at bank and in hand
4,306
4,468
19,161
21,730
Creditors: amounts falling due within one year
10
(8,126)
(8,109)
Net current assets
11,035
13,621
Creditors: amounts falling due after more than one year
11
(6,108)
(8,783)
Provisions for liabilities
(1,884)
(2,233)
Deferred tax liability
12
1,884
2,233
Net assets
3,043
2,605
Capital and reserves
Called up share capital
13
1
1
Profit and loss reserves
3,042
2,604
Total equity
3,043
2,605
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 4 November 2024 and are signed on its behalf by:
P Johnstone
Director
Company registration number 04095208 (England and Wales)
PINNACLE SCHOOLS (FIFE) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 9 -
Share capital
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
Balance at 1 April 2022
1
2,302
2,303
Year ended 31 March 2023:
Profit and total comprehensive income
-
962
962
Dividends
8
-
(660)
(660)
Balance at 31 March 2023
1
2,604
2,605
Year ended 31 March 2024:
Profit and total comprehensive income
-
1,069
1,069
Dividends
8
-
(631)
(631)
Balance at 31 March 2024
1
3,042
3,043
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 10 -
1
Accounting policies
Company information
Pinnacle Schools (Fife) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 Park Row, Leeds, United Kingdom, LS1 5AB.
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 are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The directors have prepared detailed model forecasts incorporating the relevant terms of the PFI contract, subcontracts and credit agreements, and have adopted prudent assumptions in relation to economic and operational factors. In preparing these forecasts, the directors have considered external economic factors including supply chain pressures arising from Brexit and other global price increases.true
The forecasts predict that the company will have sufficient cash resources to meet its liabilities as they fall due for a period of 12 months from the date of signing the financial statements.
Having considered the financial position of the company, its expected future cash flows and the ongoing support of the Company's senior lender, the directors have a reasonable expectation that the Company will have adequate resources to continue to generate positive operating cashflows and have therefore prepared the financial statements on a going concern basis.
1.3
Turnover
Service income is recognised in accordance with the finance debtor and services income accounting policy below and excludes VAT.
All turnover originates in the United Kingdom.
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.
Restricted cash
The Company is obligated to keep a separate cash reserve in respect of future major maintenance costs and senior debt repayments. This restricted cash balance, which is shown on the balance sheet within the "cash at bank and in hand" balance, amounts to £3,762,000 (2023: £4,255,000).
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 11 -
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 balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with 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.
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 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.
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.
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 12 -
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
Finance debtor and services income
The Company is an operator of a Public Finance Initiative ("PFI") contract. The underlying asset is not deemed to be an asset of the Company under old UK GAAP, because the risks and rewards of ownership as set out in that standard are deemed to lie principally with the Authority.
During the construction phase of the project, all attributable expenditure was included in amounts recoverable on contracts and turnover. Upon becoming operational, the costs were transferred to the finance debtor. During the operational phase income is allocated between interest receivable and the finance debtor using a project specific interest rate. The remainder of the PFI unitary charge income is included within turnover in accordance with FRS102 section 23. The Company recognises income in respect of the services provided as it fulfils its contractual obligations in respect of those services and in line with the fair value of the consideration receivable in respect of those services.
Major maintenance costs are recognised on a contractual basis and the revenue in respect of these services is recognised when these services are performed.
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 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.
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 13 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Service concession arrangement
The Company accounts for the project as a service concession arrangement. The directors use their judgment in selecting the appropriate financial asset rate to be applied in order to allocate the income received between revenue, and capital repayment of an interest income on the financial asset; and also the service margin that is used to recognise service revenue. The directors have also used their judgement in assessing the appropriateness of the future maintenance costs that are included in the Company's forecasts. The directors will continue to monitor the condition of the assets and undertake a regular review of maintenance spend.
Interest rate applied to borrowings
The effective interest rate on senior and junior debt was calculated and is not deemed to be materially different to the interest rate applied in the financial statements and as such no adjustment has been made to the interest charge in the financial statements. This will continue to be monitored.
Loan notes
The interest charged on the loan notes is considered to be at market rate at the date they were issued given the unsecured nature of debt.
Impairment of assets
The carrying value of assets recorded in the Statement of Financial Position, at amortised cost, could be materially reduced where circumstances exist which might indicate than an asset has been impaired and an impairment review is performed. Impairment reviews consider the fair value or value in use of the potentially impaired asset or assets and compares that with the carrying value arising from such review would be recognised in the Statement of Income and Retained Earnings. Consideration has to be given to the fair value or value in use of the asset whereby estimates of future cash flows that could be generated are assessed.
3
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the company
15
13
4
Employees
The average monthly number of persons employed by the company during the year was nil (2023: nil)
5
Directors' remuneration and dividends
The directors, who are key management personnel, received no emoluments in respect of their services to the company during the year (2023: £nil). Fees paid to investors in respect of their directors amount to £8,346 (2023: £6,800).
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 14 -
6
Interest payable and similar expenses
2024
2023
£'000
£'000
Interest on financial liabilities measured at amortised cost:
Interest on loans
667
871
Interest payable to group undertakings
227
218
894
1,089
7
Taxation
2024
2023
£'000
£'000
Current tax
UK corporation tax on profits for the current period
791
616
Deferred tax
Origination and reversal of timing differences
(349)
(310)
Total tax charge
442
306
8
Dividends
2024
2023
£'000
£'000
Final paid
631
660
9
Debtors
2024
2023
Amounts falling due within one year:
£'000
£'000
Trade debtors
1,180
846
Finance debtor
2,870
2,649
Prepayments and accrued income
245
341
4,295
3,836
2024
2023
Amounts falling due after more than one year:
£'000
£'000
Finance debtor
10,560
13,426
Total debtors
14,855
17,262
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 15 -
10
Creditors: amounts falling due within one year
2024
2023
£'000
£'000
Bank loans
2,566
2,945
Parent company loan
168
152
Trade creditors
254
244
Amounts owed to group undertakings
102
90
Corporation tax
596
807
Other taxation and social security
280
186
Unitary charge control account
3,073
2,775
Accruals and deferred income
1,087
910
8,126
8,109
Included within accruals and deferred income is £884,000 (2023: £760,000) which relates to lifecycle, the timing of which is uncertain.
11
Creditors: amounts falling due after more than one year
2024
2023
£'000
£'000
Bank loans and overdrafts
4,271
6,778
Parent company loan
1,837
2,005
6,108
8,783
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
11
Creditors: amounts falling due after more than one year
(Continued)
- 16 -
Senior Debt
Senior debt is secured by a charge over the assets of the Company and over the the shares and loan notes which are owned by Pinnacle Schools (Fife) Holdings Limited.
Senior debt is chargeable at the following annual rates of interest: £7,723,000 at 6.715% (2023: £10,723,000), £60,000 at 6.133% (2023: £80,000) and £512,000 at 6.0375% (2023: £692,000).
The loan is repayable in semi-annual instalments which commenced 31 March 2004. The final repayment date is 30 September 2026.
Senior debt is stated above before deduction of unamortised issue costs of £145,000 (2023: £204,000).
Junior debt
Junior debt is secured by a charge over the assets of the assets of the Company and over the shares which are owned by Pinnacle Schools (Fife) Holdings Limited.
Junior debt interest is chargeable at the 6 month SONIA rate plus 4%. The junior debt has been provided by PPDI Assetco Limited, a 100% shareholder of Pinnacle Schools (Fife) Holdings Limited. The loan is repayable in semi-annual instalments which commenced 30 April 2004. The final repayment date is 31 October 2026.
Loan Notes
Repayment of loan notes is not due until 31 December 2027, however early repayment is permitted.
Loan notes are chargeable at a rate of 12.5% per annum and are fully owned by the Company's parent Pinnacle Schools (Fife) Holdings Limited. This loan, given unsecured and subordinated dent is deemed to be at market rate of interest.
12
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£'000
£'000
Fixed asset timing differences
1,376
1,647
Short term timing differences
508
586
1,884
2,233
2024
Movements in the year:
£'000
Liability at 1 April 2023
2,233
Credit to profit or loss
(349)
Liability at 31 March 2024
1,884
PINNACLE SCHOOLS (FIFE) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 17 -
13
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of 10p each
10,000
10,000
1
1
14
Related party transactions
As a wholly owned subsidiary of Pinnacle Schools (Fife) Holdings Limited, the Company has taken advantage of the exemption under Financial Reporting Standard 102 not to provide information on related party transactions with other undertakings within the Pinnacle Schools (Fife) Holdings Limited Group.
15
Parent company
The company is a wholly owned subsidiary of Pinnacle Schools (Fife) Holdings Limited, which is owned by PPDI Assetco which is ultimately indirectly controlled by PPP Equity PIP LP. The directors consider PPP Equity PIP LP to be the ultimate controlling party.
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