Company registration number 14826719 (England and Wales)
FUEL LEARNING HOLDINGS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 30 SEPTEMBER 2024
PAGES FOR FILING WITH REGISTRAR
FUEL LEARNING HOLDINGS LIMITED
CONTENTS
Page
Accountants' report
1
Balance sheet
2
Statement of changes in equity
3
Notes to the financial statements
4 - 7
FUEL LEARNING HOLDINGS LIMITED
ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF FUEL LEARNING HOLDINGS LIMITED FOR THE 18 MONTH PERIOD ENDED 30 SEPTEMBER 2024
- 1 -
In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Fuel Learning Holdings Limited for the 18 month period ended 30 September 2024 which comprise, the balance sheet, the statement of changes in equity and the related notes from the company’s accounting records and from information and explanations you have given us.
This report is made solely to the board of directors of Fuel Learning Holdings Limited, as a body, in accordance with the terms of our engagement letter dated 10 December 2023. Our work has been undertaken solely to prepare for your approval the financial statements of Fuel Learning Holdings Limited and state those matters that we have agreed to state to the board of directors of Fuel Learning Holdings Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Fuel Learning Holdings Limited and its board of directors as a body, for our work or for this report.
It is your duty to ensure that Fuel Learning Holdings Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of Fuel Learning Holdings Limited. You consider that Fuel Learning Holdings Limited is exempt from the statutory audit requirement for the 18 month period.
We have not been instructed to carry out an audit or a review of the financial statements of Fuel Learning Holdings Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.
Azets
24 January 2025
Fleet House
New Road
Lancaster
United Kingdom
LA1 1EZ
FUEL LEARNING HOLDINGS LIMITED
BALANCE SHEET
AS AT 30 SEPTEMBER 2024
30 September 2024
- 2 -
2024
Notes
£
£
Fixed assets
Investments
4
13,807,849
Current assets
Debtors
6
250
Creditors: amounts falling due within one year
7
(120,986)
Net current liabilities
(120,736)
Total assets less current liabilities
13,687,113
Creditors: amounts falling due after more than one year
8
(13,025,191)
Net assets
661,922
Capital and reserves
Called up share capital
9
967
Share premium account
200
Profit and loss reserves
660,755
Total equity
661,922
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
For the financial 18 month period ended 30 September 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the 18 month period in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 23 January 2025 and are signed on its behalf by:
Mr I T Prentice
Director
Company Registration No. 14826719
FUEL LEARNING HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE 18 MONTH PERIOD ENDED 30 SEPTEMBER 2024
- 3 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 25 April 2023
-
Period ended 30 September 2024:
Profit and total comprehensive income for the period
-
-
660,755
660,755
Issue of share capital
9
967
200
-
1,167
Balance at 30 September 2024
967
200
660,755
661,922
FUEL LEARNING HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 30 SEPTEMBER 2024
- 4 -
1
Accounting policies
Company information
Fuel Learning Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 6, Measham Lodge Business Park Gallows Lane, Measham, Swadlincote, England, DE12 7HA.
1.1
Reporting period
The company incorporated on the 25 April 2023. These financial statements cover the period from incorporation to the 30 September 2024. The length of the reporting period is longer than one year to align the period end with its subsidiary Fuel Learning Limited.
1.2
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.5
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
FUEL LEARNING HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE 18 MONTH PERIOD ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.6
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (excluding directors) employed by the company during the period was:
2024
Number
Total
FUEL LEARNING HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE 18 MONTH PERIOD ENDED 30 SEPTEMBER 2024
- 6 -
4
Fixed asset investments
2024
£
Shares in subsidiary company
13,807,849
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 25 April 2023
-
Additions
13,807,849
At 30 September 2024
13,807,849
Carrying amount
At 30 September 2024
13,807,849
5
Subsidiaries
Details of the company's subsidiaries at 30 September 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Fuel Learning Limited
Unit 6 Measham Lodge Business Park, Gallows Lane, Measham, Swadlincote, DE12 7HA
Ordinary Shares
100.00
6
Debtors
2024
Amounts falling due within one year:
£
Amounts owed by group undertakings
250
7
Creditors: amounts falling due within one year
2024
£
Other creditors
120,986
FUEL LEARNING HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE 18 MONTH PERIOD ENDED 30 SEPTEMBER 2024
- 7 -
8
Creditors: amounts falling due after more than one year
2024
£
Other creditors
13,025,191
The amounts included within other creditors are all owed to shareholders of the company.
Creditors included in the above which fall due after five years are as follows:
2024
£
Payable by instalments
9,499,083
Payable other than by instalments
3,000,000
12,499,083
9
Called up share capital
2024
2024
Ordinary share capital
Number
£
Issued and fully paid
Ordinary A shares of 1p each
40,000
400
Ordinary B1 shares of 1p each
33,500
335
Ordinary B2 shares of 1p each
16,500
165
Ordinary C shares of 1p each
6,666
67
96,666
967
10
Related party transactions
2024
Amounts due to related parties
£
Entities with significant influence over the company
5,778,582
Key management personnel
7,343,399
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