REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2024 |
FOR |
BONHAM CENTRAL SERVICES LIMITED |
PREVIOUSLY KNOWN AS |
MAINSTREAM LOGISTIC SERVICES LIMITED |
REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2024 |
FOR |
BONHAM CENTRAL SERVICES LIMITED |
PREVIOUSLY KNOWN AS |
MAINSTREAM LOGISTIC SERVICES LIMITED |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2024 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 4 |
Profit and Loss Account | 8 |
Balance Sheet | 9 |
Notes to the Financial Statements | 11 |
BONHAM CENTRAL SERVICES LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 MARCH 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants & Statutory Auditors |
Thames House |
Roman Square |
Sittingbourne |
Kent |
ME10 4BJ |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 MARCH 2024 |
The directors present their report with the financial statements of the company for the year ended 31 March 2024. |
CESSATION OF TRADING |
The company ceased trading on 30 November 2023. |
CHANGE OF NAME |
The company passed a special resolution on 26 July 2023 changing its name from Mainstream Logistic Services Limited to Bonham Central Services Limited. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of the provision of business management services including the supply of serviced premises and administrative functions. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 April 2023 to the date of this report. |
Other changes in directors holding office are as follows: |
DIRECTORS AND OFFICERS LIABILITY INSURANCE |
During the year the company had a qualifying third party indemnity provision in force for the benefit of directors and officers of the company. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Report of the Directors 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. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director 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 company's auditors are aware of that information. |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 MARCH 2024 |
AUDITORS |
The auditors, UHY Hacker Young, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BONHAM CENTRAL SERVICES LIMITED |
Opinion |
We have audited the financial statements of Bonham Central Services Limited (the 'company') for the year ended 31 March 2024 which comprise the Profit and Loss Account, Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the 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. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 |
The financial statements have been prepared on a basis other than going concern. |
We draw attention to note 2 in the financial statements, which explains that the directors have concluded that the going concern basis is not appropriate as the company ceased trading on 30th November 2023. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The other information comprises the information included in the annual report other than the financial statements and our Auditors' 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 the audit: |
- | the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BONHAM CENTRAL SERVICES LIMITED |
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 Report of the Directors. |
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, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit; or |
- | 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 from the requirement to prepare a Strategic Report or in preparing the Report of the Directors. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BONHAM CENTRAL SERVICES LIMITED |
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 an Auditors' 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. |
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: |
How the audit was considered capable of detecting irregularities including fraud |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
- we identified the laws and regulations applicable to the Company through discussions with management, and from our commercial knowledge and experience of the industry and sector; |
- we focused on specific laws and regulations which we considered may have a direct material effect on the accounts or the operations of the Company; |
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting correspondence; and |
- identified laws and regulations were communicated within the audit team and the team remained alert to instances of non-compliance throughout the audit. |
We assessed the susceptibility of the Company's accounts to material misstatement, including obtaining an understanding of how fraud might occur, by: |
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
To address the risk of fraud through management bias and override of controls, we: |
- performed analytical procedures to identify any unusual or unexpected relationships; |
- tested journal entries to identify unusual transactions; |
- assessed whether judgements and assumptions made in determining the accounting estimates set out in the accounting policies were indicative of potential bias; and |
- investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- agreeing financial statement disclosures to underlying supporting documentation; |
- reading minutes of meetings of those charged with governance; and |
- enquiring of management as to actual and potential litigation and claims. |
There are inherent limitations in our audit procedures described above. As a result there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BONHAM CENTRAL SERVICES LIMITED |
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 Auditor's report. |
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. |
Other Matters |
The financial statements for the year ended 31 March 2023 were audited by the predecessor auditor, Xeinadin Audit Limited. The audit report was issued on 22 December 2023 and expressed an unqualified audit opinion of the financial statements. |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in 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. |
for and on behalf of |
Chartered Accountants & Statutory Auditors |
Thames House |
Roman Square |
Sittingbourne |
Kent |
ME10 4BJ |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
PROFIT AND LOSS ACCOUNT |
FOR THE YEAR ENDED 31 MARCH 2024 |
2024 | 2023 |
Notes | £ | £ |
TURNOVER |
Administrative expenses |
OPERATING PROFIT/(LOSS) and |
PROFIT/(LOSS) BEFORE TAXATION | ( |
) |
Tax on profit/(loss) | 5 | ( |
) |
PROFIT/(LOSS) FOR THE FINANCIAL YEAR |
( |
) |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
BALANCE SHEET |
31 MARCH 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
PROVISIONS FOR LIABILITIES | 9 |
NET ASSETS/(LIABILITIES) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital | 10 |
Retained earnings | 11 | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
BALANCE SHEET - continued |
31 MARCH 2024 |
The financial statements were approved by the Board of Directors and authorised for issue on |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2024 |
1. | STATUTORY INFORMATION |
Bonham Central Services Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The |
Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. |
The company has ceased trading and therefore these accounts have not been prepared on a going concern basis. This has caused an impairment of £4,886 of fixed assets relating to the company premises. |
Turnover |
Turnover represents the provision of services from the principal activity, excluding value added tax. |
Revenue for provision for services is recognised when the services have been rendered. |
Tangible fixed assets |
Long leasehold | - |
Fixtures and fittings | - |
Computer equipment | - |
Taxation |
Taxation for the year comprises current and deferred tax. 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. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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. |
Leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
4. | OPERATING PROFIT/(LOSS) |
The operating profit (2023 - operating loss) is stated after charging: |
2024 | 2023 |
£ | £ |
Other operating leases |
Depreciation - owned assets |
Loss on disposal of fixed assets |
Auditors' remuneration |
5. | TAXATION |
Analysis of the tax charge/(credit) |
The tax charge/(credit) on the profit for the year was as follows: |
2024 | 2023 |
£ | £ |
Current tax: |
UK corporation tax |
Deferred tax | ( |
) | ( |
) |
Tax on profit/(loss) | ( |
) |
6. | TANGIBLE FIXED ASSETS |
Fixtures |
Long | and | Computer |
leasehold | fittings | equipment | Totals |
£ | £ | £ | £ |
COST |
At 1 April 2023 |
Additions |
Disposals | ( |
) | ( |
) | ( |
) | ( |
) |
At 31 March 2024 |
DEPRECIATION |
At 1 April 2023 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) | ( |
) | ( |
) |
Impairments |
At 31 March 2024 |
NET BOOK VALUE |
At 31 March 2024 |
At 31 March 2023 |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Amounts owed by group undertakings |
Other debtors |
Tax |
VAT |
Prepayments |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Trade creditors |
Amounts owed to group undertakings |
Taxation and social security |
Other creditors |
Other creditors consists of accrued expenses of £2,160 (2023: £4,535). |
9. | PROVISIONS FOR LIABILITIES |
2024 | 2023 |
£ | £ |
Deferred tax |
Accelerated capital allowances |
Deferred tax |
£ |
Balance at 1 April 2023 |
Utilised during year | ( |
) |
Balance at 31 March 2024 |
10. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary | £1 | 20 | 20 |
Ordinary A | £1 | 5 | 5 |
Ordinary B | £1 | 5 | 5 |
Ordinary C | £1 | 5 | 5 |
5 | Ordinary D | £1 | 5 | 5 |
40 | 40 |
BONHAM CENTRAL SERVICES LIMITED (REGISTERED NUMBER: 04292302) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
11. | RESERVES |
Retained |
earnings |
£ |
At 1 April 2023 | ( |
) |
Profit for the year |
At 31 March 2024 |
12. | ULTIMATE PARENT COMPANY |
The immediate parent company until 4th November 2021 was Mainstream Group Limited (a company registered in the UK which does not prepare group accounts) which is in turn a 100% subsidiary of the ultimate parent undertaking Ascentrix Limited (a company registered in the UK which prepares group accounts). Mainstream Group Limited now holds 50% of the company's issued share capital. |
13. | RELATED PARTY DISCLOSURES |
Mark Smith, a director is also the majority shareholder and a director of Mackenzies Accountants Limited trading as Mackenzies the reporting accountants. During the period under review the company paid Mackenzies Accountants Limited £1,000 (2023: £2,800) net of VAT for accountancy services, and also £880 (2023: £1,907) net of VAT for tax enquiry protection insurance. The directors consider that these transactions were at open market value. |
The company derives its entire income from recharges of central overheads and expenses to other group companies. During the year ending 31st March 2024 the following recharges were made; Mainstream Training Limited £358,720 (2023: £299,580), and Mainstream Fleet Services Limited £27,220 (2023: £130,920). The recharges are made at cost plus a small markup intended to cover the internal administrative expense of Bonham Central Services Limited. |
During the year ending 31st March 2024, the company sold fixed assets to Mainstream Training Limited for £60,730. The directors consider that these transactions were at open market value. |
14. | ULTIMATE CONTROLLING PARTY |
There is no ultimate controlling party, no individual shareholders holds more than 25% of the issued share capital of the ultimate parent company. |
15. | OPERATING LEASES |
At 31 March 2023, the entity was committed to future costs totalling £372,117 (2022 - £489,409) in respect of non-cancellable operating leases entered into before the year end. |
Subsequently, and prior to 31 March 2024, the directors agreed a proposal, subject to contract, with the landlord of the Company's leasehold property, to terminate lease in return for a full and final settlement payment by the Company. There was no commitment to future costs at 31 March 2024. |