Company registration number 14684633 (England and Wales)
RBCARE2023BCO LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
RBCARE2023BCO LTD
COMPANY INFORMATION
Directors
L Baten
(Appointed 23 February 2023)
P A Cott
(Appointed 23 February 2023)
X Lambrecht
(Appointed 22 January 2024)
Company number
14684633
Registered office
1st Floor Valley View Care Home
Old Penshaw
Houghton Le Spring
Co Durham
England
DH4 7ER
Auditor
Azets Audit Services
Wynyard Park House
Wynyard Avenue
Wynyard
United Kingdom
TS22 5TB
RBCARE2023BCO LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Income statement
9
Statement of comprehensive income
10
Statement of financial position
11
Statement of changes in equity
12
Notes to the financial statements
13 - 19
RBCARE2023BCO LTD
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 1 -
The directors present the strategic report for the period ended 31 December 2023.
Review of the business
On the 5th May 2023, the company acquired Cleveland Healthcare Group Limited, a group of care home providers in the UK. Following breaches of various covenants with its main landlord, the group was, on the 16th October 2024, subsequently sold to Harbour Healthcare (UK) Ltd, an established family run care provider, who have operated in the sector for over 12 years and have services located throughout England and Wales.
The Company's loss on ordinary activities before tax for the period ended 31st December 2023 amounted to £936k this included costs of £536k relating to the acquistion.
At the 31st December 2023 the company had net liabilities of £937k.
Principal risks and uncertainties
Credit risk
The group's main financial assets are bank balances, cash and trade receivables. The credit risk on liquid funds is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies. The group's largest customers are primarily local councils with social services responsibilities and NHS clinical commissioning groups.
Liquidity risk
The group has continued to maintain liquidity and sufficient working capital for its ongoing operations and future developments. Management prepare daily cash forecasts which demonstrate sufficient liquidity over a rolling 12 month period.
Operational risks
The group's activities expose it to a number of operational risks including reputation and of a regulatory nature.
Reputational risk
In order to mitigate this risk the group delivers a comprehensive package of employee training as well as performance management via formal and informal meetings with all of its employees. In addition the management team strive to improve and strengthen the working relationships with the regulator, local authorities and NHS commissioners.
Regulatory risk
In order to mitigate this risk, the group employs senior managers responsible for small clusters of homes who audit, monitor and manage regulatory matters.
Going concern
At 31 December 2023 company reported net current liabilities of £6,437k and net liabilities of £937k.
On 16th October 2024, the Cleveland Healthcare Group Limited was sold to Harbour Healthcare (UK) Ltd. The trade and assets of the company therefore cease from this date and the company will remain in operation for future contracts or acquistions.
As a result of the company ceasing trading post year end, the directors consider it inappropriate to prepare the financial statements on a going concern basis, and therefore the directors have prepared the financial statements on a break up basis.
RBCARE2023BCO LTD
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 2 -
L Baten
Director
6 February 2025
RBCARE2023BCO LTD
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 3 -
The directors present their annual report and financial statements for the period ended 31 December 2023.
Principal activities
The company was incorporated on 23 February 2023. The principal activity of the company is that of a holding company. The company acquired the Cleveland Healthcare Group Limited on 5 May 2023. The group’s active trading subsidiaries are Roseberry Care Centres GB Ltd, Roseberry Care Centres (England) Ltd, Roseberry Care Centres (Yorkshire) Ltd and Roseberry Care Centres Wakefield Ltd, which are all care home operators providing residential and nursing care, primarily across the north of England. At the date these financial statements were approved, the company were caring for approximately 1,140 residents in 27 care homes, which represents an occupancy rate of 90%.
Results and dividends
The results for the period are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
L Baten
(Appointed 23 February 2023)
P A Cott
(Appointed 23 February 2023)
X Lambrecht
(Appointed 22 January 2024)
R S Vanderschrick
(Appointed 23 February 2023 and resigned 22 January 2024)
Post reporting date events
On 16th October 2024, the Cleveland Healthcare Group Limited was sold to Harbour Healthcare (UK) Limited. The trade and assets of the company therefore cease from this date and the company will remain in operation for future contracts or acquistions.
Basis of preparation
Post year end the company ceased trading and therefore the directors have decided to prepare the financial statements on a basis other than that of a going concern. The financial statements have been prepared on a break up basis at the year end.
Auditor
Azets Audit Services were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
RBCARE2023BCO LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 4 -
On behalf of the board
L Baten
P A Cott
Director
Director
X Lambrecht
Director
13 February 2025
RBCARE2023BCO LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 5 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
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 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.
RBCARE2023BCO LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RBCARE2023BCO LTD
- 6 -
Opinion
We have audited the financial statements of RBCare2023BCO Ltd (the 'company') for the period ended 31 December 2023 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its loss 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 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
As described in note 1 in the financial statements, these financial statements have not been prepared on a going concern basis, as the company has ceased to trade following the balance sheet date. The financial statements have been prepared on a break up basis.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
RBCARE2023BCO LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF RBCARE2023BCO LTD
- 7 -
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 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, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
RBCARE2023BCO LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF RBCARE2023BCO LTD
- 8 -
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We identified the following applicable laws and regulations as those most likely to have a material impact on the financial statements: compliance with the UK Companies Act.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, 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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Joanne Regan FCA
Senior Statutory Auditor
For and on behalf of Azets Audit Services
13 February 2025
Chartered Accountants
Statutory Auditor
Wynyard Park House
Wynyard Avenue
Wynyard
United Kingdom
TS22 5TB
RBCARE2023BCO LTD
INCOME STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 9 -
Period
ended
31 December
2023
Notes
£
Administrative expenses
(536,582)
Interest payable and similar expenses
5
(400,080)
Loss before taxation
(936,662)
Tax on loss
6
Loss for the financial period
(936,662)
The income statement has been prepared on the basis that all operations are continuing operations.
RBCARE2023BCO LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 10 -
Period
ended
31 December
2023
£
Loss for the period
(936,662)
Other comprehensive income
-
Total comprehensive income for the period
(936,662)
RBCARE2023BCO LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 11 -
2023
Notes
£
£
Fixed assets
Investments
7
5,500,000
Current assets
Debtors
9
447,023
Cash at bank and in hand
5,121
452,144
Creditors: amounts falling due within one year
10
(6,888,805)
Net current liabilities
(6,436,661)
Net liabilities
(936,661)
Capital and reserves
Called up share capital
11
1
Profit and loss reserves
(936,662)
Total equity
(936,661)
The financial statements were approved by the board of directors and authorised for issue on 13 February 2025 and are signed on its behalf by:
L Baten
P A Cott
Director
Director
X Lambrecht
Director
Company Registration No. 14684633
RBCARE2023BCO LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 23 February 2023
1
1
Period ended 31 December 2023:
Loss and total comprehensive income for the period
-
(936,662)
(936,662)
Balance at 31 December 2023
1
(936,662)
(936,661)
RBCARE2023BCO LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 13 -
1
Accounting policies
Company information
RBCare2023BCO Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 1st Floor Valley View Care Home, Old Penshaw, Houghton Le Spring, Co Durham, England, DH4 7ER.
1.1
Reporting period
The entity was incorporated on 23 February 2023 and changed it's year end to 31 December 2023. As such the financial statements are prepared for a short period of account.
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.
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.
Post year end the company has ceased trading and therefore the directors have decided to prepare the financial statements on a basis other than that of a going concern. The financial statements have been prepared on a break-up basis at the year end.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Rbcare2023 Ltd. These consolidated financial statements are available from its registered office, 1st Floor Valley View Care Home, Old Penshaw, Houghton Le Spring, England, DH4 7ER.
1.3
Going concern
Post year end the company has ceased trading. The directors consider it inappropriate to prepare the financial statements on a going concern basis and therefore the directors have prepared the financial statements on a breakup basis as set out under the basis of preparation.true
1.4
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.
RBCARE2023BCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
1.5
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.
1.6
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 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 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.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
RBCARE2023BCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
RBCARE2023BCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 16 -
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.
There are no significant judgements or accounting estimates that have been applied in the preparation of the financial statements.
3
Operating loss
2023
Operating loss for the period is stated after charging:
£
Fees payable to the company's auditor for the audit of the company's financial statements
5,000
4
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2023
Number
Total
5
Interest payable and similar expenses
2023
£
Interest on bank overdrafts and loans
400,080
RBCARE2023BCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 17 -
6
Taxation
The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
2023
£
Loss before taxation
(936,662)
Expected tax credit based on the standard rate of corporation tax in the UK of 23.52%
(220,303)
Tax effect of expenses that are not deductible in determining taxable profit
220,303
Taxation charge for the period
-
7
Fixed asset investments
2023
Notes
£
Investments in subsidiaries
8
5,500,000
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 23 February 2023
-
Additions
5,500,000
At 31 December 2023
5,500,000
Carrying amount
At 31 December 2023
5,500,000
On the 5th May 2023 the company acquired the Cleveland Healthcare Group Limited, a group of care home providers in the UK, for consideration of £5,500,000.
RBCARE2023BCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 18 -
8
Subsidiaries
Details of the company's subsidiaries at 31 December 2023 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Cleveland Healthcare Group Limited
1st Floor Valley View Care Centres Back Lane Penshaw Houghton le Spring DH4 7ER
Ordinary
100.00
-
Roseberry Care Centres GB Limited
1st Floor Valley View Care Centres Back Lane Penshaw Houghton le Spring DH4 7ER
Ordinary
-
100.00
Roseberry Care Centres (Yorkshire) Limited
1st Floor Valley View Care Centres Back Lane Penshaw Houghton le Spring DH4 7ER
Ordinary
-
100.00
Roseberry Care Centres Wakefield Limited
1st Floor Valley View Care Centres Back Lane Penshaw Houghton le Spring DH4 7ER
Ordinary
-
100.00
Roseberry Healthcare Management Limited
1st Floor Valley View Care Centres Back Lane Penshaw Houghton le Spring DH4 7ER
Ordinary
-
100.00
Roseberry Care Centres (England) Limited
1st Floor Valley View Care Centres Back Lane Penshaw Houghton le Spring DH4 7ER
Ordinary
-
100.00
9
Debtors
2023
Amounts falling due within one year:
£
Amounts owed by group undertakings
37,198
Other debtors
409,825
447,023
10
Creditors: amounts falling due within one year
2023
£
Amounts owed to group undertakings
3,458,725
Other creditors
3,200,000
Accruals and deferred income
230,080
6,888,805
11
Share capital
2023
2023
Ordinary share capital
Number
£
Issued and fully paid
Ordinary shares of £1 each
1
1
12
Events after the reporting date
On 16th October 2024, the Cleveland Healthcare Group Limited was sold to Harbour Healthcare (UK) Limited. The trade and assets of the company therefore cease from this date and the company will remain in operation for future contracts or acquistions.
RBCARE2023BCO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 19 -
13
Ultimate controlling party
The company's immediate parent is RBCare2023 Ltd, incorporated in England and Wales.
The company's ultimate parent is Olivetree Foundation, a company incorporated in Liechenstein.
The most senior parent entity producing publicly available financial statements is RBCare2023 Ltd.
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