REGISTERED NUMBER: 07475318 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
AUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2023 |
FOR |
HARLEQUIN ESTATES LIMITED |
REGISTERED NUMBER: 07475318 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
AUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 NOVEMBER 2023 |
FOR |
HARLEQUIN ESTATES LIMITED |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Director | 3 |
Report of the Independent Auditors | 4 |
Consolidated Statement of Comprehensive Income | 8 |
Consolidated Statement of Financial Position | 9 |
Company Statement of Financial Position | 10 |
Consolidated Statement of Changes in Equity | 11 |
Company Statement of Changes in Equity | 12 |
Consolidated Statement of Cash Flows | 13 |
Notes to the Consolidated Statement of Cash Flows | 14 |
Notes to the Consolidated Financial Statements | 15 |
HARLEQUIN ESTATES LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
DIRECTOR: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants and Statutory Auditors |
Batchworth Lock House |
99 Church Street, Rickmansworth |
WD3 1JJ |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
The director presents his strategic report of the company and the group for the year ended 30 November 2023. |
REVIEW OF BUSINESS |
During the year, the board has continued to focus on improving the skills of its human resources and improving the software and hardware resources at its disposal. |
These accounts were still affected by the Covid 19 global pandemic. For many businesses in the construction sector this has had a detrimental effect on the income and sustainability of many businesses. Harlequin was not immune to this and the company has had to bear down on costs further and take full advantage of the limited governments assistance schemes available to our sector such as the Bounce Back Loan schemes which continue to saddle the business with debt. |
As the pandemic eased the UK in particular was hit by the "Cost of Living" crisis which has seen inflation have a huge impact on margins and business in the Construction industry in particular not least with the rising interest rates. |
Harlequin decided to dispose of the non core construction businesses of PPEkit and Chefskit at the end of 2022. The Harlequin business has been significantly restructured after the year end as a result of which its core activities of Brickwork and scaffolding have been demerged from the group. |
. |
Harlequin Estates Group will emerge from this crisis stronger and better able to make significant profits. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The regulatory environment continues to be challenging and the board of director believe they are well equipped to deal with these challenges.The business maintains tight control over health and safety regulations and continues to operate in a very competitive market place. |
The "Cost of Living" crisis and in particular the effects of inflation and rising interest rates is a risk to the whole construction sector. The directors have taken measures which will ensure the ongoing survival and success of the business. |
KEY PERFORMANCE INDICATORS |
The director have carefully considered the key performance indicators which he has set for the company. |
The financial KPIs of the company consist of the volumes of business which the company undertake in the construction business as well as the number of net clients onboarded. These are: |
2023 | 2022 |
£ | £ |
Net margins generated from contracts | 4.3m | 5.6m |
Net profit after tax | 0.3m | 1.2m |
Net asset per share | 22.60 | 25.12 |
Non financial KPI's consist of maintaining strong compliance, strengthened security and retaining customer loyalty. |
The company has undertaken strenuous testing of its compliance systems, enhanced its security arrangements and restructured its cost base. |
The director is satisfied that the company has performed well against each of these indicators. |
FINANCIAL INSTRUMENTS |
The director aims to minimise the financial risk of the group through careful management of the debt risk and interest exposure using a variety of different banks and financial institutions in order to spread risk and exposure. |
ON BEHALF OF THE BOARD: |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
The director presents his report with the financial statements of the company and the group for the year ended 30 November 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of brickwork contracting, scaffolding and other construction related supply equipment. |
DIVIDENDS |
An interim dividend of £4.40p per share was paid on 30th November 2023 (2022 - £8.20p). The directors recommend that no final dividend be paid. |
The total distribution of dividends for the year ended 30 November 2023 will be £440,000.(2022 - £820,000 ) |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
Other changes in directors holding office are as follows: |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Cox Costello & Horne, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
HARLEQUIN ESTATES LIMITED |
Opinion - Company |
We have audited the financial statements of Harlequin Estates Limited (the 'parent company') for the year ended 30 November 2023 which comprises of the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- give a true and fair view of the state of the company's affairs as at 30 November 2023 and of its profit for the |
period 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 20026. |
Disclaimer of Opinion - Group |
We were also engaged to have audited the consolidated financial statements of Harlequin Estates Limited (the 'Group') for the year ended Statement of Financial Position, Consolidated Statement of Cash Flows, Consolidated Statement of Changes in Equity, and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
We do not express an opinion on the accompanying financial statements of the Group. |
Because of the significance of the matter described in the basis for disclaimer of opinion - Group section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion |
on these consolidated financial statements. |
Basis for opinion - Company |
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Basis for disclaimer of opinion - Group |
On 27th August 2024, the parent company lost control of the following subsidiaries Harlequin Brickwork Limited, Harlequin Scaffolding Solutions Limited and Harlequin Construction Solutions Limited due to a demerger. These components represent a significant proportion of the group. As the parent no longer controls these subsidiaries it was unable to provide us with access to the management of these companies or their accountancy records, no alternative audit evidence was available to us. |
Material uncertainty relating to going concern |
In auditing the financial statements, we have concluded that the director's 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 identified material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the 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. |
As discussed in Note 2 to the financial statements which describes the circumstances impacting the group's ability to continue as a going concern following the recent demerger. Thus the going concern status of the company and group is ultimately dependent of the successful outcome of the managements plans to grow the business, control costs and effectively managing working capital. |
The disclaimer of opinion on the group does not impact on our conclusions relating to going concern. |
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
HARLEQUIN ESTATES LIMITED |
Other information |
The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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 |
Because of the significance of the matter described in the basis for disclaimer of opinion section of our report, we have been unable to form an opinion, whether based on the work undertaken in the course of the audit: |
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which |
the financial statements are prepared is consistent with the financial statements; and |
- the Group Strategic Report and the Report of the Director has been prepared in accordance with applicable |
legal requirements. |
Matters on which we are required to report by exception |
Notwithstanding our disclaimer of an opinion on the consolidated financial statements, in the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we performed subject to the pervasive limitation described above have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
Arising from the limitation of our work referred to above: |
- we have not obtained all the information and explanations that we considered necessary for the purpose of our |
audit. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have |
not been received from branches not visited by us; or |
- the parent company financial statements are not in agreement with the accounting records and returns; and |
- certain disclosures of directors' remuneration specified by law are not made. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
Auditors' 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 a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below this work other than a discussion with a director who was in office during the period did not cover the subsidiaries that the parent lost control of in the post balance sheet period. |
We designed procedures in line with our responsibilities outlined above, to detect material misstatements in respect of irregularities, including fraud. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
HARLEQUIN ESTATES LIMITED |
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our: general commercial and sector experience; through verbal and written communications with those charged with governance and other management; and via inspection of the group's regulatory and legal correspondence. |
We discussed with those charged with governance and other management of the company and group the policies and procedures regarding compliance with laws and regulations. |
We communicated identified laws and regulations to our team and remained alert to any indicators of non-compliance throughout the audit, we also specifically considered where and how fraud may occur within the group. |
The potential effect of these laws and regulations on the financial statements varies considerably. |
Firstly, the company is subject to laws and regulations that directly affect the financial statements, including: the company's constitution, relevant financial reporting standards; company law; tax legislation and distributable profits legislation and we assess the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. |
Secondly the company and group are subject to many other laws and regulations where the consequences of non-compliance could have a material effect on the amounts or disclosures in the financial statements, for instance through the imposition of fines and penalties, or through losses arising from litigation. We identified the following areas as those most likely to have such an effect: laws and regulations relevant to a business in the construction industry; employment legislation; health and safety legislation; data protection legislation; anti-bribery and corruption legislation. |
International Auditing Standards (UK) limit the required procedures to identify non-compliance with these laws and regulations, and no procedures over and above those already noted are required. These limited procedures subject to the limitation of work as noted in the basis of qualified opinion regarding the group did not identify any actual or suspected non-compliance with laws and regulations that could have a material impact on the financial statements. |
In relation to fraud, we performed the following specific procedures in addition to those already noted subject to the limitation of work as noted in the basis of qualified opinion regarding the group: |
- Challenging assumptions made by management in its significant accounting estimates; |
- Identifying and testing journal entries during the year and subsequent to the year end, in particular any entries |
posted with unusual nominal ledger account combinations, journal entries crediting cash or any revenue account, |
and journal entries posted by senior management; |
- Performing analytical procedures to identify unexpected movements in account balances which may be indicative |
of fraud; |
- Ensuring that testing undertaken on both the performance statement and the Statement of Financial Position |
includes a number of items selected on a random basis; |
These procedures did not identify any actual or suspected fraudulent irregularity that could have a material impact on the financial statements subject to the limitation of work as noted in the basis of qualified opinion regarding the group. |
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with International Auditing Standards UK). For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the procedures that we are required to undertake would identify it. In addition, as with any audit, there remains a high risk of non-detection of irregularities, as these might involve collusion, forgery, intentional omissions, misrepresentation, or the override of internal controls. We are not responsible for preventing non-compliance with laws and regulations or fraud and cannot be expected to detect non-compliance with all laws and regulations or every incidence of fraud. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
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 a Report of the Auditors 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. |
Michael F Cox FCA (Senior Statutory Auditor) |
for and on behalf of Cox Costello & Horne |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
HARLEQUIN ESTATES LIMITED |
Chartered Accountants and Statutory Auditors |
Batchworth Lock House |
99 Church Street, Rickmansworth |
WD3 1JJ |
29 November 2024 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
30.11.23 | 30.11.22 |
Notes | £ | £ |
TURNOVER | 3 | 25,417,540 | 32,942,714 |
Cost of sales | 21,124,571 | 27,530,210 |
GROSS PROFIT | 4,292,969 | 5,412,504 |
Administrative expenses | 3,216,603 | 3,659,919 |
1,076,366 | 1,752,585 |
Other operating income | 55,102 | 122,535 |
OPERATING PROFIT | 5 | 1,131,468 | 1,875,120 |
Interest receivable and similar income | 167,603 | 57,091 |
1,299,071 | 1,932,211 |
Interest payable and similar expenses | 6 | 864,308 | 610,249 |
PROFIT BEFORE TAXATION | 434,763 | 1,321,962 |
Tax on profit | 7 | 38,237 | 320,101 |
PROFIT FOR THE FINANCIAL YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
396,526 |
1,001,861 |
Profit attributable to: |
Owners of the parent | 396,526 | 1,001,861 |
Total comprehensive income attributable to: |
Owners of the parent | 396,526 | 1,001,861 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
30 NOVEMBER 2023 |
30.11.23 | 30.11.22 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 10 | 80,999 | 115,759 |
Tangible assets | 11 | 3,874,120 | 4,161,828 |
Investments | 12 | 489,950 | 489,950 |
4,445,069 | 4,767,537 |
CURRENT ASSETS |
Stocks | 13 | 54,080 | 11,482 |
Debtors | 14 | 9,569,377 | 9,247,191 |
Cash at bank | 72,120 | 223,668 |
9,695,577 | 9,482,341 |
CREDITORS |
Amounts falling due within one year | 15 | 7,765,146 | 7,225,015 |
NET CURRENT ASSETS | 1,930,431 | 2,257,326 |
TOTAL ASSETS LESS CURRENT LIABILITIES | 6,375,500 | 7,024,863 |
CREDITORS |
Amounts falling due after more than one year | 16 | (2,459,826 | ) | (2,999,856 | ) |
PROVISIONS FOR LIABILITIES | 20 | (1,570,768 | ) | (1,636,627 | ) |
NET ASSETS | 2,344,906 | 2,388,380 |
CAPITAL AND RESERVES |
Called up share capital | 21 | 100,000 | 100,000 |
Revaluation reserve | 22 | 615,100 | 615,100 |
Retained earnings | 22 | 1,629,806 | 1,673,280 |
SHAREHOLDERS' FUNDS | 2,344,906 | 2,388,380 |
The financial statements were approved by the director and authorised for issue on 29 November 2024 and were signed by: |
P I Parkhouse - Director |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
COMPANY STATEMENT OF FINANCIAL POSITION |
30 NOVEMBER 2023 |
30.11.23 | 30.11.22 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 10 |
Tangible assets | 11 |
Investments | 12 |
CURRENT ASSETS |
Debtors | 14 |
Cash and cash equivalents |
CREDITORS |
Amounts falling due within one year | 15 |
NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year | 16 | ( |
) | ( |
) |
PROVISIONS FOR LIABILITIES | 20 | ( |
) | ( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 21 |
Revaluation reserve | 22 |
Retained earnings | 22 | ( |
) |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 281,974 | 826,321 |
The financial statements were approved by the director and authorised for issue on |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
Called up |
share | Retained | Revaluation | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Balance at 1 December 2021 | 100,000 | 1,491,419 | 615,100 | 2,206,519 |
Total comprehensive income | - | 1,001,861 | - | 1,001,861 |
Dividends | - | (820,000 | ) | - | (820,000 | ) |
Total transactions with owners, recognised directly in equity |
- |
(820,000 |
) |
- |
(820,000 |
) |
Balance at 30 November 2022 | 100,000 | 1,673,280 | 615,100 | 2,388,380 |
Total comprehensive income | - | 396,526 | - | 396,526 |
Dividends | - | (440,000 | ) | - | (440,000 | ) |
Total transactions with owners, recognised directly in equity |
- |
(440,000 |
) |
- |
(440,000 |
) |
Balance at 30 November 2023 | 100,000 | 1,629,806 | 615,100 | 2,344,906 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
Called up |
share | Retained | Revaluation | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Balance at 1 December 2021 |
Profit for the year | - | 826,321 | - | 826,321 |
Total comprehensive income | - |
Dividends | - | ( |
) | - | ( |
) |
Balance at 30 November 2022 |
Profit for the year | - | 281,974 | - | 281,974 |
Total comprehensive income | - |
Dividends | - | ( |
) | - | ( |
) |
Balance at 30 November 2023 | ( |
) |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
30.11.23 | 30.11.22 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 1,536,978 | 5,480,394 |
Interest paid | (496,398 | ) | (169,249 | ) |
Interest element of hire purchase payments paid |
(228,044 |
) |
(266,832 |
) |
Finance costs paid | (139,866 | ) | (174,168 | ) |
Tax paid | (143,027 | ) | (219,446 | ) |
Net cash from operating activities | 529,643 | 4,650,699 |
Cash flows from investing activities |
Purchase of tangible fixed assets | - | (1,156,133 | ) |
Purchase of fixed asset investments | - | (399,000 | ) |
Sale of tangible fixed assets | 5,329 | 22,638 |
Interest received | 2,603 | 57,091 |
Net cash from investing activities | 7,932 | (1,475,404 | ) |
Cash flows from financing activities |
Loan repayments in year | (450,499 | ) | (540,285 | ) |
Advances to Participating Interests | - | (1,727,728 | ) |
Net Hire Purchase contracts | 201,376 | 373,276 |
Equity dividends paid | (440,000 | ) | (820,000 | ) |
Net cash from financing activities | (689,123 | ) | (2,714,737 | ) |
(Decrease)/increase in cash and cash equivalents | (151,548 | ) | 460,558 |
Cash and cash equivalents at beginning of year |
2 |
223,668 |
(236,890 |
) |
Cash and cash equivalents at end of year | 2 | 72,120 | 223,668 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
30.11.23 | 30.11.22 |
£ | £ |
Profit before taxation | 434,763 | 1,321,962 |
Depreciation charges | 306,629 | 280,407 |
Profit on disposal of fixed assets | (4,250 | ) | (11,287 | ) |
Increase/(Decrease) in provisions | (65,859 | ) | 1,050,184 |
Finance costs | 864,308 | 610,249 |
Finance income | (167,603 | ) | (57,091 | ) |
1,367,988 | 3,194,424 |
(Increase)/decrease in stocks | (42,598 | ) | 404,311 |
Decrease in trade and other debtors | 858,919 | 1,549,259 |
(Decrease)/increase in trade and other creditors | (647,331 | ) | 332,400 |
Cash generated from operations | 1,536,978 | 5,480,394 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
Year ended 30 November 2023 |
30.11.23 | 1.12.22 |
£ | £ |
Cash and cash equivalents | 72,120 | 223,668 |
Year ended 30 November 2022 |
30.11.22 | 1.12.21 |
£ | £ |
Cash and cash equivalents | 223,668 | 118,896 |
Bank overdrafts | - | (355,786 | ) |
223,668 | (236,890 | ) |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 1.12.22 | Cash flow | At 30.11.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 223,668 | (151,548 | ) | 72,120 |
223,668 | (151,548 | ) | 72,120 |
Debt |
Finance leases | (1,089,579 | ) | 450,499 | (639,080 | ) |
Debts falling due within 1 year | (59,947 | ) | (154,024 | ) | (213,971 | ) |
Debts falling due after 1 year | (2,354,223 | ) | 24,246 | (2,329,977 | ) |
(3,503,749 | ) | 320,721 | (3,183,028 | ) |
Total | (3,280,081 | ) | 169,173 | (3,110,908 | ) |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
1. | STATUTORY INFORMATION |
Harlequin Estates Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The principal accounting policies applied in the preparation of these consolidated and separate financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. |
A. basis of preparation |
These consolidated and separate financial statements are prepared on a going concern basis, under the historical cost convention, as modified by the recognition of certain financial assets and liabilities measured at fair value. |
The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the group and company accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in policy F. critical accounting judgements and estimation uncertainty. |
The company has taken advantage of the exemption in section 408 of the Companies Act from disclosing its individual profit and loss account. |
B. going concern |
The group accounts showed profit for the year £396,526 for the twelve months to 30 November 2023, net current assets £1,930,431 and £2,344,906 shareholders' funds at the balance sheet date. |
The director has a reasonable expectation that Harlequin Estates Limited has adequate resources to continue in operation for the foreseeable future possible in a smaller scale. |
Following the demerger of certain subsidiaries after the year end (see Note 23 and Note 25), the director has a plan to address uncertainties from the remainder of the group such as financial support from other companies which are under common control of the director. |
The group therefore continues to adopt the going concern basis in preparing its financial statements. |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
C. reduced financial reporting framework |
FRS 102 allows a qualifying entity certain disclosure exemptions, subject to certain conditions, which have been complied with, including notification of, and no objection to, the use of exemptions by the company’s shareholders. |
The company has taken advantage of the following exemptions: |
i. | from preparing a statement of cash flows, on the basis that it is a qualifying entity and the consolidated statement of cash flows, included in these financial statements, includes the company’s cash flows; |
ii. | from the financial instrument disclosures, required under FRS 102 paragraphs 11.39 to 11.48A and paragraphs 12.26 to 12.29, as the information is provided in the consolidated financial statement disclosures; |
iii. | from disclosing share based payment arrangements, required under FRS 102 paragraphs 26.18(c), 26.19 to 26.21 and 26.23, concerning its own equity instruments. The company financial statements are presented with the consolidated financial statements and the relevant disclosures are included therein; and |
iv. | from disclosing the company key management personnel compensation, as required by FRS 102 paragraph 33.7. |
D. basis of consolidation |
The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings made up to 30 November. |
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity it accounts for that entity as a subsidiary. |
Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group’s accounting policies when preparing the consolidated financial statements. |
Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively. |
All intra-group transactions, balances, income and expenses are eliminated on consolidation. Adjustments are made to eliminate the profit or loss arising on transactions with associates to the extent of the group’s interest in the entity. |
E. foreign currency |
i. Functional and presentation currency |
The group financial statements are presented in pound sterling and rounded to thousands. |
The company’s functional and presentation currency is the pound sterling. |
ii. Transactions and balances |
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. |
At each reporting end date, foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. |
iii. Translation |
The trading results of overseas undertakings are translated into sterling at the average exchange rates for the year. The assets and liabilities of overseas undertakings, including goodwill and fair value adjustments arising on acquisition, are translated at the exchange rates ruling at the reporting date. Exchange adjustments arising from the retranslation of opening net investments and from the translation of the profits or losses at average rates are recognised in ‘Other comprehensive income’ and allocated to non-controlling interest as appropriate. |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
F. critical accounting judgements and estimation uncertainty |
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
a. Key accounting estimates and assumptions |
The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below. |
b. Revenue recognition (see policy "I. revenue") |
The group recognises revenue when (a) the significant risks and rewards of ownership have been transferred to the buyer; (b) the group retains no continuing involvement or control over the service/goods; (c) the amount of revenue can be measured reliably; (d) it is probable that future economic benefits will flow to the entity and (e) when the specific criteria relating to each of the group’s sales channels have been met. |
G. exceptional items |
The group classifies certain one-off charges or credits that have a material impact on the group’s financial results as ‘exceptional items’. These are disclosed separately to provide further understanding of the financial performance of the group. |
H. employee benefits |
The group provides a range of benefits to employees, including paid holiday, pension arrangements and incentive schemes. |
i. Short term benefits |
Short term benefits, including holiday pay and other similar non-monetary benefits, are recognised as an expense in the period in which the service is received. |
ii. Pension benefits |
Under the Pensions Act 2008, the group must put certain staff into a pension scheme and contribute towards it. This is called automatic enrolment. To comply with automatic enrolment laws, the group signed a participation agreement with a pension provider by which staff become members of an independently administered pension plan (plan). The plan is run as a trust with assets held separately from the group. The group and staff make contributions as specified in the plan which is considered to be on a defined contributions basis. The contributions payable by the group and staff are deposited in the plan within 30 days following the deduction. Once the contributions have been paid, the group as employer, has no further obligations. The group's contributions are charged to the profit and loss account in the period to which they relate. |
I. revenue |
Revenue is measured at the fair value of the consideration received or receivable and represents the amount receivable for goods supplied or services rendered, net of returns, discounts and rebates allowed by the group and value added taxes. |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
I. revenue - continued |
The group bases its estimate of returns on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement. |
Where the consideration receivable in cash or cash equivalents is deferred, and the arrangement constitutes a financing transaction, the fair value of the consideration is measured as the present value of all future receipts using the imputed rate. |
J. cost allocation |
The group as agent: |
Costs are allocated between cost of sales and overheads based on hours worked by staff. Timesheets are completed which provides the basis for hours worked per project/event and administration. |
The group as principal: |
costs incurred on a new project in the development and preparation stages will be deferred to the actual commencement of the project. These costs are written to the profit and loss over the expected life of the project, or series of projects, no greater than 3 years, providing the future benefits of the project can be reliably calculated and sustain these costs. |
K. business combinations and goodwill |
Business combinations are accounted for by applying the purchase method. |
The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction. |
Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measureable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination. |
On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities. |
Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair values to the group’s interest in the identifiable net assets, liabilities and contingent liabilities acquired. |
On acquisition, goodwill is allocated to cash-generating units (‘CGU’s’) that are expected to benefit from the combination. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
M. tangible fixed assets |
Freehold property | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Computer equipment | - |
Tangible assets are stated at cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price, costs directly attributable to bringing the asset to its working condition for its intended use, dismantling and restoration costs. |
i. Plant & machinery, fixtures & fittings, tools and equipment |
Plant & machinery, fixtures & fittings, tools and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. |
ii. Depreciation and residual values |
Depreciation on assets is calculated, using the straight-line method, to allocate the depreciable amount to their residual values over their estimated useful lives, as follows: |
- Freehold property | - 50 years on the building element of the property |
- Fixture and fittings | - 4 years |
- Computer equipment | - 3 years |
The assets’ residual values and useful lives are reviewed, and adjusted, if appropriate, at the end of each reporting period. The effect of any change is accounted for prospectively. |
N. stocks |
Stocks are valued at cost after making due allowance for obsolete or slow moving stock. |
O. taxation |
Taxation expense for the period comprises current and deferred tax recognised in the reporting period. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case tax is also recognised in other comprehensive income or directly in equity respectively. |
Current or deferred taxation assets and liabilities are not discounted. |
i. Current tax |
Current tax is the amount of income tax payable in respect of the taxable profit for the reporting period or prior periods. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date. |
ii. Deferred tax |
Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of revenue and expenses in tax assessments in periods different from those in which they are recognised in financial statements. |
Deferred tax is recognised on all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are only recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the reporting date end and that are expected to apply to the reversal of the timing difference. |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
P. research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Q. borrowing costs |
All borrowing costs are recognised in profit or loss in the period in which they are incurred. |
R. hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
At inception the group assesses agreements that transfer the right to use assets. The assessment considers whether the arrangement is, or contains, a lease based on the substance of the arrangement. |
i. Finance leased assets |
Leases of assets that transfer substantially all the risks and rewards incidental to ownership are classified as finance leases. |
ii. Operating leased assets |
Leases that do not transfer all the risks and rewards of ownership are classified as operating leases. Payments under operating leases are charged to the profit and loss account on a straight-line basis over the period of the lease. |
S. pensions |
The company makes contributes into the personal retirement schemes of certain staff. Contributions by the company and staff are determined by legislation and mutual agreement. |
In the aforementioned schemes, staff contract directly with the pension company, and assets of those schemes are held separately from those of the company. The company acts as agent in collecting and paying over staff pension contributions. Once the contributions have been paid, the company as employer has no further obligations. |
The company's contributions are charged to the profit and loss account in the period to which they relate. |
S. impairment of non-financial assets |
At each reporting date non-financial assets not carried at fair value are assessed to determine whether there is an indication that the asset (or asset’s cash generating unit) may be impaired. If there is such an indication the recoverable amount of the asset (or asset’s cash generating unit) is compared to the carrying amount of the asset (or asset’s cash generating unit). |
Goodwill is allocated on acquisition to the cash generating unit expected to benefit from the synergies of the combination. Goodwill is included in the carrying value of cash generating units for impairment testing. |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
T. investments - company |
i. Investment in subsidiaries |
Investment in a subsidiary company is held at cost less accumulated impairment losses. Cost will include any deferred consideration. Deferred consideration has been calculated based on the maximum capped earnout. Any reduction will be offset by a reduction in the liability payable. |
ii. Investment in associates |
Investment in an associate is held at cost less accumulated impairment losses. At the reporting date, the company had no such investments. |
U. cash and cash equivalents |
Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdraft, when applicable, are shown within borrowings in current liabilities. |
V. provisions and contingencies |
i. Provisions |
Provisions are recognised when the group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount of the obligation can be estimated reliably. |
ii. Contingencies |
Contingent liabilities are not recognised, except those acquired in a business combination. Contingent liabilities arise as a result of past events when (i) it is not probable that there will be an outflow of resources or that the amount cannot be reliably measured at the reporting date or (ii) when the existence will be confirmed by the occurrence or non-occurrence of uncertain future events not wholly within the group’s control. Contingent liabilities are disclosed in the financial statements unless the probability of an outflow of resources is remote. |
Contingent assets are not recognised. Contingent assets are disclosed in the financial statements when an inflow of economic benefits is probable. |
W. financial instruments |
The group has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments. |
i. Financial assets |
Basic financial assets, including trade and other debtors, cash and bank balances and investments in commercial paper, are initially recognised at transaction price, 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. |
Such assets are subsequently carried at amortised cost using the effective interest method. |
ii. Financial liabilities |
Basic financial liabilities, including trade and other 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 receipts discounted at a market rate of interest. |
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
X. share capital |
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds. |
Y. distributions to equity holders |
Dividends and other distributions to the group’s shareholders are recognised as a liability in the financial statements in the period in which the dividends and other distributions are approved by the shareholders. These amounts are recognised in the statement of changes in equity. |
Z. related party transactions |
The group discloses transactions with related parties which are not wholly owned within the same group. Where appropriate, transactions of a similar nature are aggregated unless, in the opinion of the directors, separate disclosure is necessary to understand the effect of the transactions on the group financial statements. |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
30.11.23 | 30.11.22 |
£ | £ |
Construction services | 12,239,771 | 21,976,496 |
Payroll recharges | 1,381,072 | 1,846,234 |
Centralised payment processing | 11,796,697 | 9,119,984 |
25,417,540 | 32,942,714 |
An analysis of turnover by geographical market is given below: |
30.11.23 | 30.11.22 |
£ | £ |
United Kingdom | 25,417,540 | 32,942,714 |
25,417,540 | 32,942,714 |
4. | EMPLOYEES AND DIRECTORS |
30.11.23 | 30.11.22 |
£ | £ |
Wages and salaries | 1,290,295 | 1,419,385 |
Social security costs | 144,321 | 155,747 |
Other pension costs | 19,808 | 19,961 |
1,454,424 | 1,595,093 |
The average number of employees during the year was as follows: |
30.11.23 | 30.11.22 |
Management | 2 | 2 |
Administrative | 16 | 15 |
The average number of employees by undertakings that were proportionately consolidated during the year was 16 (2022 - 15 ) . |
30.11.23 | 30.11.22 |
£ | £ |
Directors' remuneration | 18,020 | 17,676 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
5. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
30.11.23 | 30.11.22 |
£ | £ |
Hire of plant and machinery | 157,865 | 338,480 |
Depreciation - owned assets | 248,125 | 247,060 |
Depreciation - assets on hire purchase contracts | 38,504 | 13,349 |
Profit on disposal of fixed assets | (4,250 | ) | (11,287 | ) |
Goodwill amortisation | 34,760 | 20,000 |
Auditors' remuneration | 27,593 | 25,500 |
Auditors' remuneration for non audit work | 64,791 | 63,857 |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
30.11.23 | 30.11.22 |
£ | £ |
Bank interest | 178,536 | 169,249 |
Other Interest | 317,862 | - |
Hire purchase | 228,044 | 266,832 |
Other finance charges | 139,866 | 174,168 |
864,308 | 610,249 |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
30.11.23 | 30.11.22 |
£ | £ |
Current tax: |
UK corporation tax | 98,308 | 269,214 |
Overpayment of prior years tax | - | (7,720 | ) |
Total current tax | 98,308 | 261,494 |
Deferred tax | (60,071 | ) | 58,607 |
Tax on profit | 38,237 | 320,101 |
8. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements. |
9. | DIVIDENDS |
30.11.23 | 30.11.22 |
£ | £ |
Ordinary shares of £1 each |
Interim | 440,000 | 820,000 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
10. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1 December 2022 |
and 30 November 2023 | 155,759 |
AMORTISATION |
At 1 December 2022 | 40,000 |
Amortisation for year | 34,760 |
At 30 November 2023 | 74,760 |
NET BOOK VALUE |
At 30 November 2023 | 80,999 |
At 30 November 2022 | 115,759 |
11. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Freehold | Plant and | and |
property | machinery | fittings |
£ | £ | £ |
COST |
At 1 December 2022 | 2,455,000 | 1,905,955 | 19,270 |
Disposals | - | (1,079 | ) | - |
At 30 November 2023 | 2,455,000 | 1,904,876 | 19,270 |
DEPRECIATION |
At 1 December 2022 | 112,350 | 206,391 | 9,697 |
Charge for year | 32,150 | 200,407 | 3,620 |
Eliminated on disposal | - | - | - |
At 30 November 2023 | 144,500 | 406,798 | 13,317 |
NET BOOK VALUE |
At 30 November 2023 | 2,310,500 | 1,498,078 | 5,953 |
At 30 November 2022 | 2,342,650 | 1,699,564 | 9,573 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
11. | TANGIBLE FIXED ASSETS - continued |
Group |
Motor | Computer |
vehicles | equipment | Totals |
£ | £ | £ |
COST |
At 1 December 2022 | 280,059 | 44,168 | 4,704,452 |
Disposals | (90,528 | ) | - | (91,607 | ) |
At 30 November 2023 | 189,531 | 44,168 | 4,612,845 |
DEPRECIATION |
At 1 December 2022 | 192,901 | 21,285 | 542,624 |
Charge for year | 41,351 | 9,101 | 286,629 |
Eliminated on disposal | (90,528 | ) | - | (90,528 | ) |
At 30 November 2023 | 143,724 | 30,386 | 738,725 |
NET BOOK VALUE |
At 30 November 2023 | 45,807 | 13,782 | 3,874,120 |
At 30 November 2022 | 87,158 | 22,883 | 4,161,828 |
Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
Plant and | Motor |
machinery | vehicles | Totals |
£ | £ | £ |
COST |
At 1 December 2022 |
and 30 November 2023 | 99,997 | 74,020 | 174,017 |
DEPRECIATION |
At 1 December 2022 | - | 25,842 | 25,842 |
Charge for year | 19,999 | 18,505 | 38,504 |
At 30 November 2023 | 19,999 | 44,347 | 64,346 |
NET BOOK VALUE |
At 30 November 2023 | 79,998 | 29,673 | 109,671 |
At 30 November 2022 | 99,997 | 48,178 | 148,175 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
11. | TANGIBLE FIXED ASSETS - continued |
Company |
Fixtures |
Freehold | and |
property | fittings | Totals |
£ | £ | £ |
COST OR VALUATION |
At 1 December 2022 |
and 30 November 2023 |
DEPRECIATION |
At 1 December 2022 |
Charge for year |
At 30 November 2023 |
NET BOOK VALUE |
At 30 November 2023 |
At 30 November 2022 |
Included in cost or valuation of land and buildings is freehold land of £ 1,250,000 (2022 - £ 1,250,000 ) which is not depreciated. |
Cost or valuation at 30 November 2023 is represented by: |
Fixtures |
Freehold | and |
property | fittings | Totals |
£ | £ | £ |
Valuation in 2020 | 705,000 | - | 705,000 |
Cost | 1,750,000 | 9,800 | 1,759,800 |
2,455,000 | 9,800 | 2,464,800 |
12. | FIXED ASSET INVESTMENTS |
Group | Company |
30.11.23 | 30.11.22 | 30.11.23 | 30.11.22 |
£ | £ | £ | £ |
Shares in group undertakings | - | - |
Participating interests | 399,000 | 399,000 |
Other investments not loans | 90,950 | 90,950 |
489,950 | 489,950 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
12. | FIXED ASSET INVESTMENTS - continued |
Additional information is as follows: |
Group |
Interest in |
other |
participating |
interests |
£ |
COST |
At 1 December 2022 |
and 30 November 2023 | 399,000 |
NET BOOK VALUE |
At 30 November 2023 | 399,000 |
At 30 November 2022 | 399,000 |
Investments (neither listed nor unlisted) were as follows: |
30.11.23 | 30.11.22 |
£ | £ |
Heritage Vehicle | 90,950 | 90,950 |
Company |
Interest in |
Shares in | other |
group | participating |
undertakings | interests | Totals |
£ | £ | £ |
COST |
At 1 December 2022 |
and 30 November 2023 | 399,000 | 499,000 |
NET BOOK VALUE |
At 30 November 2023 | 399,000 | 499,000 |
At 30 November 2022 | 399,000 | 499,000 |
The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
Subsidiaries |
Registered office: 3 Cheapside Court, Sunninghill Road, Ascot England SL5 7RF |
Nature of business: |
% |
Class of shares: | holding |
Harlequin Brickwork Limited |
Registered office: England & Wales |
Nature of business: Brickwork Contracting |
% |
Class of shares: | holding |
Ordinary | 100.00 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
12. | FIXED ASSET INVESTMENTS - continued |
Harlequin Scaffolding Solutions Limited |
Registered office: England & Wales |
Nature of business: Scaffolding |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Harlequin D&B Limited |
Registered office: England & Wales |
Nature of business: Design and Build services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Associated company |
Registered office: Lacemaker House, 5-7 Chapel Street, Marlow England SL7 3HN |
Nature of business: |
% |
Class of shares: | holding |
13. | STOCKS |
Group |
30.11.23 | 30.11.22 |
£ | £ |
Stocks | 54,080 | 11,482 |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
30.11.23 | 30.11.22 | 30.11.23 | 30.11.22 |
£ | £ | £ | £ |
Trade debtors | 2,378,638 | 3,786,650 |
Amounts owed by group undertakings | - | - |
Amounts owed by participating interests | 5,738,620 | 5,190,003 | 1,403,290 | 698,539 |
Other debtors | 82,614 | 186,230 |
Tax | 632,488 | - |
VAT | 299,727 | - |
Prepayments and accrued income | 437,290 | 84,308 |
9,569,377 | 9,247,191 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
30.11.23 | 30.11.22 | 30.11.23 | 30.11.22 |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 17) | 213,971 | 59,947 |
Hire purchase contracts (see note 18) | 509,231 | 443,946 |
Trade creditors | 2,515,420 | 3,005,752 |
Amounts owed to group undertakings | - | - |
Amounts owed to participating interests | 1,920,710 | 911,785 | 52,326 | 112,326 |
Tax | 235,060 | 275,832 |
Social security and other taxes | 324,156 | 445,531 |
VAT | - | - | 53,116 | - |
Other creditors | 1,625,472 | 1,915,348 |
Accruals and deferred income | 421,126 | 166,874 |
7,765,146 | 7,225,015 |
16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
30.11.23 | 30.11.22 | 30.11.23 | 30.11.22 |
£ | £ | £ | £ |
Bank loans (see note 17) | 1,060,210 | 1,545,721 |
Other loans (see note 17) | 1,269,767 | 808,502 |
Hire purchase contracts (see note 18) | 129,849 | 645,633 |
2,459,826 | 2,999,856 |
17. | LOANS |
An analysis of the maturity of loans is given below: |
Group | Company |
30.11.23 | 30.11.22 | 30.11.23 | 30.11.22 |
£ | £ | £ | £ |
Amounts falling due within one year or on | demand: |
Bank loans | 213,971 | 59,947 |
Amounts falling due between one and two | years: |
Bank loans - 1-2 years | 210,000 | 10,000 |
Amounts falling due between two and five | years: |
Bank loans - 2-5 years | 106,344 | 16,667 |
Other loans - 2-5 years | 1,269,767 | 808,502 |
1,376,111 | 825,169 |
Amounts falling due in more than five years: |
Repayable by instalments |
Bank loans more 5 yr by instal | 717,199 | 1,482,387 | 717,199 | 782,387 |
Bounce Back Loan | 26,667 | 36,667 | 26,667 | 36,667 |
743,866 | 1,519,054 | 743,866 | 819,054 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
18. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase contracts |
30.11.23 | 30.11.22 |
£ | £ |
Gross obligations repayable: |
Within one year | 561,631 | 581,856 |
Between one and five years | 146,015 | 714,199 |
707,646 | 1,296,055 |
Finance charges repayable: |
Within one year | 52,400 | 137,910 |
Between one and five years | 16,166 | 68,566 |
68,566 | 206,476 |
Net obligations repayable: |
Within one year | 509,231 | 443,946 |
Between one and five years | 129,849 | 645,633 |
639,080 | 1,089,579 |
19. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group | Company |
30.11.23 | 30.11.22 | 30.11.23 | 30.11.22 |
£ | £ | £ | £ |
Bank loans | 1,274,181 | 1,605,668 |
Fixed and floating charge over the assets of the business. |
20. | PROVISIONS FOR LIABILITIES |
Group | Company |
30.11.23 | 30.11.22 | 30.11.23 | 30.11.22 |
£ | £ | £ | £ |
Deferred tax | 294,375 | 354,446 | 136,215 | 148,340 |
Other provisions | 1,276,393 | 1,282,181 | - | - |
Aggregate amounts | 1,570,768 | 1,636,627 | 136,215 | 148,340 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
20. | PROVISIONS FOR LIABILITIES - continued |
Group |
Warranty |
Deferred | &Other |
tax | Provisions |
£ | £ |
Balance at 1 December 2022 | 354,446 | 1,282,181 |
Provided during year | (60,071 | ) | - |
Balance at 30 November 2023 | 294,375 | 1,282,181 |
Company |
Deferred tax |
£ |
Balance at 1 December 2022 |
Provided during year | ( |
) |
Balance at 30 November 2023 |
A warranty provision is maintained based on an agreed percentage of the turnover for the last 3 years which represents a fair estimate of the value of work required to reinstate and make good any actual or perceived defects. |
21. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 30.11.23 | 30.11.22 |
value: | £ | £ |
Ordinary | £1 | 100,000 | 100,000 |
22. | RESERVES |
Group |
Retained | Revaluation |
earnings | reserve | Totals |
£ | £ | £ |
At 1 December 2022 | 1,673,280 | 615,100 | 2,288,380 |
Profit for the year | 396,526 | 396,526 |
Dividends | (440,000 | ) | (440,000 | ) |
At 30 November 2023 | 1,629,806 | 615,100 | 2,244,906 |
Company |
Retained | Revaluation |
earnings | reserve | Totals |
£ | £ | £ |
At 1 December 2022 | 730,546 |
Profit for the year |
Dividends | ( |
) | ( |
) |
At 30 November 2023 | ( |
) | 572,520 |
HARLEQUIN ESTATES LIMITED (REGISTERED NUMBER: 07475318) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 NOVEMBER 2023 |
23. | CONTINGENT LIABILITIES |
In 2021, Harlequin Brickwork Limited and Harlequin Scaffolding Solutions Limited received notices of prosecution from HM Revenue & Customs under the Kittel principle. The directors at that time and since have refuted these allegation and will be fighting the case with the full force of the resources at the groups disposal. |
No liability regarding this matter has been recognised in these financial statements. Subsequent to the demerger of Harlequin Estates Group on 27 August 2024, the above prosecution from HM Revenue and Customs against the Group companies have largely been eliminated. As a result, the parent company, Harlequin Estates Limited, does not anticipate any liability arising post-demerger. However, this is subject to further developments and the outcome of the case. Should any material financial obligation arise, further disclosures will be made as the case progresses. |
In April 2023, the company has entered a secured debenture with a debt finance company, under which both fixed and floating charges have been created over the company’s assets. The company remains liable for the repayment of the debenture, which constitutes a secured liability. As of the reporting date, no circumstances have arisen that would indicate a need to realise the security or call upon these charges. This charge was satisfied prior the audited report was signed. |
24. | RELATED PARTY DISCLOSURES |
During the year the group traded with companies where the directors have a common interest as shareholders and directors. These transactions, undertaken on normal commercial terms, are as follows: |
Company | Sales | Purchases | Balance | Balance |
£ | £ | 30/11/2023 | 30/11/2022 |
Dr/(Cr) | Dr/(Cr) |
£ | £ |
Harlequin New Homes Group | 9,618,524 | 1,668,315 | 3,264,159 |
Harlequin Brickwork Contracting | 9,326 | 6,554 | 602,480 | 393,776 |
Harlequin Bespoke Apparel group | 369,204 | 81,999 |
Jester Associates | 715,056 | 460,459 |
Cobham Design | 226,725 | (28,795 | ) |
BP Products | (119,154 | ) | (122,014 | ) |
Brickrash | 234,161 | 228,637 |
In addition funds have been lent interest free for cash flow purposes. |
25. | POST BALANCE SHEET EVENTS |
On 27 August 2024, Harlequin Estates Limited underwent a demerger, resulting in the loss of several key subsidiaries. These subsidiaries included Harlequin Brickwork Limited, Harlequin Scaffolding Solutions Limited and Harlequin Construction Solutions Limited which had been contributing significant financial metrics like revenue, assets etc. Harlequin Estates Limited no longer has control over these entities following the completion of the demerger. |
This event is classified as a non-adjusting event as it occurred after the balance sheet date therefore no adjustments have been made to the financial statements for the year ended 30 November 2023. However, the event has been disclosed due to its material impact on the Group. |
The management is assessing the full financial consequences of the demerger, including potential changes to the Group’s assets, liabilities, and tax positions. Further disclosures will be made in future financial statements as additional information becomes available. |
Subsequent to the balance sheet date, a former director of the company has lodged a registered charge against the company's freehold property for a claim of £1 million. This claim is under investigation, and the potential impact on the company’s financial position is being assessed and subject to the agreement of both parties. There is no adjustment made to the financial statements for the year ended 30 November 2023. This charge was satisfied prior the audited report was signed. |