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Registered number: 13564777










ECHOLINE LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2024

 
ECHOLINE LIMITED
 

COMPANY INFORMATION


DIRECTORS
Mark Pears 
Sir Trevor Pears CMG 
David Pears 
WPG Registrars Limited 




COMPANY SECRETARY
William Bennett



REGISTERED NUMBER
13564777



REGISTERED OFFICE
12th Floor Aldgate Tower
2 Leman Street

London

EC1W 9US




INDEPENDENT AUDITORS
Gravita II LLP
Chartered Accountants & Statutory Auditor

Aldgate Tower

2 Leman Street

London E1 8FA





 
ECHOLINE LIMITED
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Statement of Comprehensive Income
9
Statement of Financial Position
10
Statement of Changes in Equity
11
Notes to the Financial Statements
12 - 22


 
ECHOLINE LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024

INTRODUCTION
 
The directors present their report and financial statements for the year ended 30 April 2024. 

BUSINESS REVIEW
 
After reviewing the company's fixed asset investments, the directors have decided to write down the investments from £69.3m to £NIL. In addition, the accrued income from these investments have also been written down from £23.6m to £NIL.
The write down has resulted in the company making a loss of £89.7m with a net liability position of £85.6m.
This report only covers the company's activities as a holding company.

PRINCIPAL RISKS AND UNCERTAINTIES
 
The principal risk for the company is a fall in the value of its investments. 

FINANCIAL KEY PERFORMANCE INDICATORS
 
The company's key performance indicators during the year/period:


                                                              2024              2023

                                                      
Income                                                 £10.7m           £9.4m
(Loss)/profit after tax                          (£89.7m)          £2.4m
Equity shareholders' funds                 (£85.6m)          £4.3m


NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT

There are none due to the nature of the company's operations.

Page 1

 
ECHOLINE LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

DIRECTORS' STATEMENT OF COMPLIANCE WITH DUTY TO PROMOTE THE SUCCESS OF THE COMPANY
 
Consequences of decision making in the long term

When making key business decisions, the directors consider the longer-term impact of these decisions on all stakeholders. Consideration of longer-term risks are set out in judgments in applying accounting policies and key sources of estimation uncertainty and principal risks.

Our People

The Company is dedicated to being a responsible business. Our business strategy is aligned with the expectations of our staff, clients, communities, and society. For our business to succeed we aim to manage our people’s performance by providing appropriate training and coaching while ensuring we operate as efficiently as possible.


Business Relationships

The Company is operated for the benefit of the shareholders having regard to the stakeholders in the business. The directors are committed to using the profits from the corporate business to benefit their charitable endeavours. We recognize the social, environmental and economic impact on the people and resources we work with. We are constantly updating, managing and reviewing our processes to ensure the needs of our staff, suppliers, clients and customers, on which our business depends, are met. We always try to be reasonable in our dealings and we take all feedback seriously.

Community and Environment

Corporate Social Responsibility is important to the Company and it undertakes many initiatives in this area. The Board recognises the relevance of leading the company in such a way that it contributes to wider society. 
Maintaining a reputation for high standards of business conduct

The judgments in applying accounting policies and key sources of estimation uncertainty and principal risks cover several areas which could be damaging to reputation.The directors sponsor a culture of compliance and ensure there are policies, procures and training in all key areas of compliance. The health and safety of staff, customers, suppliers and the community is a priority for the directors.

Acting fairly between members of the Group

The directors meet regularly to discuss and agree company strategy.



This report was approved by the board on 29 January 2025 and signed on its behalf.



David Pears
Director

Page 2

 
ECHOLINE LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2024

The directors present their report and the financial statements for the year ended 30 April 2024.

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

PRINCIPAL ACTIVITY

The principal activity of the company is to act as a holding company.

RESULTS AND DIVIDENDS

The loss for the year, after taxation, amounted to £89,868,807 (2023 -profit £2,406,657).

There were no dividends paid during the year.

DIRECTORS

The directors who served during the year were:

Mark Pears 
Sir Trevor Pears CMG 
David Pears 
WPG Registrars Limited 

FUTURE DEVELOPMENTS

After write downs in fixed asset investments and accrued income resulting in significant losses and net liabilities,  the directors are carefully monitoring the company's position. 

RESEARCH AND DEVELOPMENT ACTIVITIES

There are no research and development activities.

Page 3

 
ECHOLINE LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

The Board is responsible for setting and monitoring the culture, values and reputation of the Company. Maintaining a reputation for high standards of business conduct is an essential aspect of this responsibility. 

GREENHOUSE GAS EMISSIONS, ENERGY CONSUMPTION AND ENERGY EFFICIENCY ACTION

The Company has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the year is 40,000kWh or lower.

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

POST BALANCE SHEET EVENTS

On 24th December 2024, Verdant Leisure Midco 2 Limited sold all its shares for a consideration of £1 subject to FCA approval.

This report was approved by the board on 29 January 2025 and signed on its behalf.
 





William Bennett
Secretary

Page 4

 
ECHOLINE LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ECHOLINE LIMITED
 


OPINION

We have audited the financial statements of Echoline Limited (the 'Company') for the year ended 30 April 2024, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity,  and the related notes, 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 April 2024 and of its loss 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

CONCLUSIONS RELATING TO GOING CONCERN

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. However, because not all future events or conditions can be predicted this statement is not a guarantee as to the company's ability to continue as a going concern.

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.
Page 5

 
ECHOLINE LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ECHOLINE LIMITED (CONTINUED)


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 Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report has been prepared in accordance with applicable legal requirements.

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 Strategic report or the Directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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.

RESPONSIBILITIES OF DIRECTORS
 
As explained more fully in the Directors' responsibilities statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

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. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
Page 6

 
ECHOLINE LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ECHOLINE LIMITED (CONTINUED)


The extent to which 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:

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the Company;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company including, but not limited to, the Companies Act 2006,     and taxation legislation;
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 regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

understanding the business model as part of the control and business environment;
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations and;
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud.

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 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;
enquiring of management as to actual and potential litigation and claims;
reviewing correspondence and enquiring with the company of actual and potential non-compliance with laws and regulations; and
reading the minutes of meetings of those charged with governance.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment by for example forgery, or intentional misrepresentations or through collusion. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.
Page 7

 
ECHOLINE LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ECHOLINE LIMITED (CONTINUED)


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 Auditors' report.

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 an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.






Ian Hughes (Senior statutory auditor)
for and on behalf of
Gravita II LLP
Chartered Accountants
Statutory Auditor
2 Leman Street
London E1 8FA
30 January 2025
Page 8

 
ECHOLINE LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024

2024
2023
Note
£
£

  

Administrative expenses
  
(15,565)
(18,962)

OPERATING LOSS
  
(15,565)
(18,962)

Income from fixed assets investments
 5 
10,665,903
9,412,063

Amounts written off investments
 9 
(69,270,592)
-

Amounts written off accrued income
  
(23,554,348)
-

Interest receivable and similar income
 6 
2,698
-

Interest payable and similar expenses
 7 
(7,696,903)
(6,986,444)

(LOSS)/PROFIT BEFORE TAX
  
(89,868,807)
2,406,657

(LOSS)/PROFIT FOR THE FINANCIAL YEAR
  
(89,868,807)
2,406,657

  

TOTAL COMPREHENSIVE INCOME FOR THE YEAR
  
(89,868,807)
2,406,657

The notes on pages 12 to 22 form part of these financial statements.

Page 9

 
ECHOLINE LIMITED
REGISTERED NUMBER: 13564777

STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£
£

FIXED ASSETS
  

Investments
 9 
-
69,270,592

  
-
69,270,592

CURRENT ASSETS
  

Debtors: amounts falling due within one year
 10 
48,558
12,961,648

Cash at bank and in hand
  
9,457
3,768

  
58,015
12,965,416

Creditors: amounts falling due within one year
 11 
(85,668,491)
(77,977,677)

NET CURRENT LIABILITIES
  
 
 
(85,610,476)
 
 
(65,012,261)

TOTAL ASSETS LESS CURRENT LIABILITIES
  
(85,610,476)
4,258,331

  

NET (LIABILITIES)/ASSETS
  
(85,610,476)
4,258,331


CAPITAL AND RESERVES
  

Called up share capital 
 12 
25,101
25,101

Capital redemption reserve
 13 
153,900
153,900

Profit and loss account
 13 
(85,789,477)
4,079,330

(EQUITY DEFICIT)/TOTAL EQUITY
  
(85,610,476)
4,258,331


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 January 2025.




David Pears
Director

The notes on pages 12 to 22 form part of these financial statements.

Page 10

 
ECHOLINE LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024


Called up share capital
Capital reserve
Profit and loss account
Total equity

£
£
£
£

At 1 May 2023
25,101
153,900
4,079,330
4,258,331


COMPREHENSIVE INCOME FOR THE YEAR

Loss for the year
-
-
(89,868,807)
(89,868,807)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
-
-
(89,868,807)
(89,868,807)


AT 30 APRIL 2024
25,101
153,900
(85,789,477)
(85,610,476)


The notes on pages 12 to 22 form part of these financial statements.


STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 APRIL 2023


Called up share capital
Capital reserve
Profit and loss account
Total equity

£
£
£
£

At 1 May 2022
25,101
153,900
1,672,673
1,851,674


COMPREHENSIVE INCOME FOR THE YEAR

Profit for the year
-
-
2,406,657
2,406,657


OTHER COMPREHENSIVE INCOME FOR THE YEAR
-
-
-
-


AT 30 APRIL 2023
25,101
153,900
4,079,330
4,258,331


The notes on pages 12 to 22 form part of these financial statements.

Page 11

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

1.


GENERAL INFORMATION

Echoline Limited is a private company limited by shares incorporated in England and Wales. The registered office is 12th Floor, Aldgate Tower, 2 Leman Street, London EC1W 9US. The principal place of business is Haskell House, 152 West End Lane, London, NW6 1SD.

2.ACCOUNTING POLICIES

 
2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.

The following principal accounting policies have been applied:

 
2.2

FINANCIAL REPORTING STANDARD 102 - REDUCED DISCLOSURE EXEMPTIONS

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;

This information is included in the consolidated financial statements of William Pears Group Limited as at 30 April 2024 and these financial statements may be obtained from Companies House.

 
2.3

EXEMPTION FROM PREPARING CONSOLIDATED FINANCIAL STATEMENTS

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006. These financial statements therefore present information about the Company as an individual undertaking and not about its group.

 
2.4

GOING CONCERN

At the balance sheet date the company had net liabilities of £85,610,476 (2023 net assets - £4,258,331). The validity of the going concern concept is dependent on the continued support of the creditors. The directors believe that the going concern concept is applicable as the company will be able to meet its debts as and when they fall due, as they are confident that the principal creditors will continue to provide support as required for a period of at least 12 months from the date of approval of the financial statements.

 
2.5

TURNOVER

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the fees receivable, exclusive of Value Added Tax.

 
2.6

INTEREST INCOME

Interest income is recognised in profit or loss using the effective interest method.

Page 12

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.ACCOUNTING POLICIES (CONTINUED)

 
2.7

FINANCE COSTS

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

SHARE-BASED PAYMENTS

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

 
2.9

TAXATION

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

 
2.10

VALUATION OF INVESTMENTS

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.11

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.12

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Page 13

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.ACCOUNTING POLICIES (CONTINUED)

 
2.13

CREDITORS

Short-term creditors are measured at the transaction price. 

 
2.14

FINANCIAL INSTRUMENTS

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Statement of financial position when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

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 the deduction of all its liabilities.

Page 14

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.ACCOUNTING POLICIES (CONTINUED)


2.14
FINANCIAL INSTRUMENTS (CONTINUED)

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.


3.


AUDITORS' REMUNERATION

During the year, the Company obtained the following services from the Company's auditors and their associates:


2024
2023
£
£


Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements
4,710
4,500

Page 15

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

4.


EMPLOYEES




The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Directors
3
3


5.


INCOME FROM FIXED ASSET INVESTMENTS

2024
2023
£
£

Accrued dividends on preference shares
10,665,903
9,412,063

10,665,903
9,412,063







6.


INTEREST RECEIVABLE AND SIMILAR INCOME

2024
£


Interest receivable from group companies
2,558

Other interest receivable
140

2,698


7.


INTEREST PAYABLE AND SIMILAR CHARGES

2024
2023
£
£


Loans from group undertakings
7,696,903
6,986,444

7,696,903
6,986,444

Page 16

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

8.


TAXATION


2024
2023
£
£



TOTAL CURRENT TAX
-
-


TAXATION ON (LOSS)/PROFIT ON ORDINARY ACTIVITIES
-
-

FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is higher than (2023 -lower than) the standard rate of corporation tax in the UK of 25% (2023 -19.5%). The differences are explained below:

2024
2023
£
£


(Loss)/profit on ordinary activities before tax
(89,868,807)
2,406,657


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 -19.5%)
(22,467,202)
469,298

EFFECTS OF:


Expenses not deductible for tax purposes
23,208,947
2,808

Non-taxable income
(2,666,476)
(1,835,352)

Unrelieved tax losses carried forward
1,924,731
1,363,246

TOTAL TAX CHARGE FOR THE YEAR
-
-


FACTORS THAT MAY AFFECT FUTURE TAX CHARGES

There are no factors that may affect future tax charges.

Page 17

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

9.


FIXED ASSET INVESTMENTS





Investments in subsidiary companies
Trade investments
Total

£
£
£



COST OR VALUATION


At 1 May 2023
278,375
68,992,217
69,270,592



At 30 April 2024

278,375
68,992,217
69,270,592



IMPAIRMENT


Charge for the period
278,375
68,992,217
69,270,592



At 30 April 2024

278,375
68,992,217
69,270,592



NET BOOK VALUE



At 30 April 2024
-
-
-



At 30 April 2023
278,375
68,992,217
69,270,592

Page 18

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

SUBSIDIARY UNDERTAKINGS


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

*Verdant Leisure Topco  
Limited (formerly Violet
Topco Limited)
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Holding Company
Ordinary
69%
**Erigmore Estate Limited
Thurston Manor Leisure Park, Innerwick, Dunbar, East Lothian, Scotland, EH42 1SA
Dormant
Ordinary
69%
**Golden Coast Sporting Villas Limited
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Leisure park operator
Ordinary
69%
**President Leisure Limited
Thurston Manor Leisure Park, Innerwick, Dunbar, East Lothian, Scotland, EH42 1SA
Dormant
Ordinary
69%
**Queensberry Bay Caravan Park Limited
Thurston House, Thurston Manor Leisure Park, Dunbar, Scotland, EH42 1SA
Dormant
Ordinary
69%
**River Lodge Holiday Park Limited
Thurston House, Thurston Manor Leisure Park, Dunbar, Scotland, EH42 1SA
Previous landowner to become dormant
Ordinary
69%
**Rodger Fish & Sons Limited
Thurston House, Thurston Manor Leisure Park, Dunbar, Scotland, EH42 1SA
Dormant
Ordinary
69%
*Tapline Limited
Ground Floor, 
30 City Road, London EC1Y 2AB
Dormant
Ordinary
100%
**Verdant Leisure Midco 1 
Limited (formerly Violet Midco 
1 Limited)
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Intermediate holding
Ordinary
69%
**Verdant Leisure Midco 2 
Limited (formerly Violet Midco 2 Limited)
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Intermediate holding
Ordinary
69%
**Verdant Leisure Bidco Limited (formerly Violet Bidco Limited)
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Financing and 
management services
Ordinary
69%
**Verdant Leisure Group Limited
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Intermediate holding
Ordinary
69%
**Verdant Leisure Holdings Limited
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Financing and 
management services
Ordinary
69%
Page 19

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
SUBSIDIARY UNDERTAKINGS (CONTINUED)


Name

Registered office

Principal activity

Class of shares

Holding

**Verdant Leisure Limited
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Leisure park operator
Ordinary
69%
**Verdant Leisure 2 Limited
10 Mannin Way, Lancaster Business Park, Lancaster, England, LA1 3SW
Leisure park operator
Ordinary
69%

*Held directly by Echoline Limited.
**Held indirectly by Echoline Limited.

Page 20

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

10.


DEBTORS

2024
2023
£
£


Amounts owed by group undertakings
48,558
26,000

Other debtors
-
47,203

Prepayments and accrued income
-
12,888,445

48,558
12,961,648



11.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024
2023
£
£

Trade creditors
-
6,300

Amounts owed to group undertakings
85,000,378
77,363,109

Accruals and deferred income
668,113
608,268

85,668,491
77,977,677



12.


SHARE CAPITAL

2024
2023
£
£
ALLOTTED, CALLED UP AND FULLY PAID



2,500,100 (2023 -2,500,100) Ordinary A shares shares of £0.01
25,001
25,001
10,000 (2023 -10,000) Ordinary B shares shares of £0.01 each
100
100

25,101

25,101



13.


RESERVES

Capital  reserve

The capital reserve represents the share based payment charge.

Profit and loss account

The profit and loss account includes all current year and prior period retained profit and losses.
Page 21

 
ECHOLINE LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

14.


RELATED PARTY TRANSACTIONS

The company has taken advantage of the exemptions from disclosure available to subsidiary undertakings under section 33 of FRS 102 in connection with intra group transactions.

During the year there were the following transactions with companies and entities in which the directors,
Mark Pears, Sir Trevor Pears CMG and David Pears have an interest.


2024
2023
£
£



Loan interest receivable
2,558
-

Loan interest payable
7,696,903
6,986,444

Income from fixed asset investments
10,665,903
9,412,063

Amounts written off investments and accrued income
92,824,940
-

At the year end there were the following balances with companies and entities in which the directors Mark
Pears, Sir Trevor Pears CMG and David Pears have an interest.

2024
2023
£
£



Amounts due to WPG Finance Limited
85,000,378
77,363,109

Accrued interest due to WPG Finance Limited
663,702
604,068

Amounts due from WPG Treasury Limited
48,558
26,000

Amounts due from Verdant Leisure Topco Limited
-
12,888,445


15.


POST BALANCE SHEET EVENTS

On 24th December 2024, Verdant Leisure Midco 2 Limited sold all its shares for a consideration of £1 subject to FCA approval.


16.


CONTROLLING PARTY

The company is a 99.6% owned subsidiary of The William Pears Group of Companies Limited. The company's ultimate holding company is William Pears Group Limited, a company incorporated in England. The registered office is 12th Floor, Aldgate Tower, 2 Leman Street, London, EC1W 9US.
 


Page 22