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Registration number: 10324297

Bluebell School Limited

Annual Report and Financial Statements

for the Year Ended 31 August 2023

 

Bluebell School Limited

Contents

Company Information

1

Directors' Report

2

Strategic Report

3

Statement of Directors' Responsibilities

4

Independent Auditor's Report

5 to 7

Profit and Loss Account

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11 to 19

 

Bluebell School Limited

Company Information

Directors

A J Dawber

T C Pridmore

Registered office

Bluebell School Limited
Gloucester Road
Kidsgrove
Stoke-On-Trent
ST7 1EH

Auditors

Hazlewoods LLP
Windsor House
Bayshill Road
Cheltenham
GL50 3AT

 

Bluebell School Limited

Directors' Report for the Year Ended 31 August 2023

The directors present their report and the financial statements for the year ended 31 August 2023.

Principal activity

The principal activity of the company is to provide primary education for pupils with complex social, emotional and mental health needs, autistic spectrum disorder and/or cognitive and/or learning difficulties in the United Kingdom (the 'UK').

Following the year end date, the trade and certain net assets of the company were transferred out to a fellow subsidiary company, Hopedale Children and Family Services Limited, whilst its freehold property was retained. The company was then sold to Civitas, as detailed in page 3.

Following the sale, the company has continued to be a property investment company, leasing its freehold property to Hopedale Children and Family Services Limited.

Directors of the company

The directors who held office during the year were as follows:

S M Deaville (ceased 15 December 2023)

C Sutherland (appointed 28 April 2023 and ceased 15 December 2023)

J J Vellacott (appointed 30 January 2023 and ceased 15 December 2023)

S Lawrence (ceased 30 January 2023)

S L Whittern (ceased 11 November 2022)

The following directors were appointed after the year end:

A J Dawber (appointed 15 December 2023)

T C Pridmore (appointed 15 December 2023)

Going concern

Following the year end, the company became part of the Civitas group of companies as detailed on page 3.

After reviewing the Company's forecasts and projections, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The Company therefore continues to adopt the going concern basis in preparing its Financial Statements.

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Reappointment of auditors

Hazlewoods LLP have expressed their willingness to continue in office.

Approved by the Board on 7 March 2025 and signed on its behalf by:


A J Dawber
Director

 

Bluebell School Limited

Strategic Report for the Year Ended 31 August 2023

The directors present their strategic report for the year ended 31 August 2023. The comparative period is from 12 May 2022 to 31 August 2022.

Fair review of the business

The results for the year, which are set out in the profit and loss account, show turnover of £7,216,011 (for the period from 12 May 2022 to 31 August 2022 - £1,819,055) and an operating profit of £4,311,654 (for the period from 12 May 2022 to 31 August 2022 - £951,203). At 31 August 2023, the company had net assets of £9,769,084 (2022 - £4,931,164). The directors consider the performance for the year and the financial position at the year end to be satisfactory. Given the nature of the business, the Company's Directors are of the opinion that key performance indicators are important. The Company uses a number of indicators to monitor and improve development, performance of the position of the business. Indicators are reviewed and altered to meet changes both in the internal and external environments. The Directors do not consider the inclusion of an analysis using the key performance indicators to be necessary to assist users of the Financial Statements in their understanding of the financial performance or position of the Company.

The Financial Statements have been prepared for the Company for the year ended 31 August 2023, representing a longer period compared to prior period. The shortened prior year period from 12 May 2022 to 31 August 2022 was to bring the year end in line with the reporting period of the Company's ultimate parent, Rubicone Topco Limited. It is acknowledged that the comparative amounts presented, including the related notes, are not fully comparable because of the difference in the reporting period.

Important non adjusting events after the financial period

On 14 December 2023, the Company was released from the intra-group cross guarantee headed by its immediate parent undertaking, Rubicone Topco Limited.

On 15 December 2023, 100% of the share capital of the Company was acquired by CHP Investments 1 Limited. The ultimate parent of CHP Investments 1 Limited is CIM Healthcare Properties LP, registered at Aztec Group House, IFC 6, The Esplanade, St Helier, Jersey, JE4 0QH.

On 15 December 2023, Civitas Social Healthcare Advisors Limited ('Civitas') became a related party by virtue of the investment advisor services it provides to the Company. Civitas is the investment advisor to CIM Healthcare Properties LP and all investments advisor costs are accounted for in CHP Investments 1 Limited. Mr Andrew Joseph Dawber and Mr Thomas Clifford Pridmore were appointed as Directors of the Company and are employees of Civitas.

On 18 December 2023, the Company's registered address changed to 25 Maddox Street, London, United Kingdom, W1S 2QN.

There were no other significant events after the reporting date which require adjustment or disclosure in these Financial Statements.

Financial instruments, future developments and principal risks and uncertainties

Following the year end, the company became part of the Civitas group, as detailed above, its trade changed to that of a property investment company. Further details of financial instruments, future developments and principal risks and uncertainties are included in the Civitas parent company statutory accounts for the year ended 31 December 2023.

Approved by the Board on 7 March 2025 and signed on its behalf by:


A J Dawber
Director

 

Bluebell School Limited

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, 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 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

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

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.

 

Bluebell School Limited

Independent Auditor's Report to the Members of Bluebell School Limited

Opinion

We have audited the financial statements of Bluebell School Limited (the 'company') for the year ended 31 August 2023, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 31 August 2023 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 auditor 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

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 original financial statements were authorised for issue.

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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

Bluebell School Limited

Independent Auditor's Report to the Members of Bluebell School Limited

Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our 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 and the Directors' Report.

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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 4, 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.

Extent to which the audit was 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, 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:

We considered the nature of the company’s industry and its control environment and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the company operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

 

Bluebell School Limited

Independent Auditor's Report to the Members of Bluebell School Limited

In common with all audits conducted in accordance with ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud;

enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and

reading minutes of meetings of those charged with governance.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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 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.





Simon Worsley (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Windsor House
Bayshill Road
Cheltenham
GL50 3AT

7 March 2025

 

Bluebell School Limited

Profit and Loss Account for the Year Ended 31 August 2023

Note

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Turnover

3

7,216,011

1,819,055

Cost of sales

 

(2,500,524)

(690,550)

Gross profit

 

4,715,487

1,128,505

Administrative expenses

 

(403,833)

(177,302)

Operating profit

4

4,311,654

951,203

Other interest receivable and similar income

5

288,759

31,159

Interest payable and similar charges

6

(442)

(403)

Profit before tax

 

4,599,971

981,959

Taxation

10

264,949

(362,160)

Profit for the financial year

 

4,864,920

619,799

The above results were derived from continuing operations.

The company has no other comprehensive income for the year.

 

Bluebell School Limited

(Registration number: 10324297)
Balance Sheet as at 31 August 2023

Note

31 August 2023
 £

31 August 2022
 £

Fixed assets

 

Tangible assets

11

874,281

989,227

Current assets

 

Debtors: Amounts falling due within one year

12

340,097

576,146

Debtors: Amounts falling due after more than one year

12

8,153,059

3,791,093

Cash at bank and in hand

 

836,843

302,842

 

9,329,999

4,670,081

Creditors: Amounts falling due within one year

13

(218,113)

(466,299)

Net current assets

 

9,111,886

4,203,782

Total assets less current liabilities

 

9,986,167

5,193,009

Creditors: Amounts falling due after more than one year

13

-

(44,566)

Provisions for liabilities

10

(190,083)

(217,279)

Net assets

 

9,796,084

4,931,164

Capital and reserves

 

Called up share capital

15

1,000

1,000

Profit and loss account

9,795,084

4,930,164

Total equity

 

9,796,084

4,931,164

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

Approved and authorised by the Board on 7 March 2025 and signed on its behalf by:
 


A J Dawber
Director

 

Bluebell School Limited

Statement of Changes in Equity for the Year Ended 31 August 2023

Share capital
£

Profit and loss account
£

Total
£

At 1 September 2022

1,000

4,930,164

4,931,164

Profit for the year

-

4,864,920

4,864,920

At 31 August 2023

1,000

9,795,084

9,796,084

Share capital
£

Profit and loss account
£

Total
£

At 12 May 2022

1,000

4,310,365

4,311,365

Profit for the year

-

619,799

619,799

At 31 August 2022

1,000

4,930,164

4,931,164

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

 

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Bluebell School Limited
Gloucester Road
Kidsgrove
Stoke-On-Trent
ST7 1EH

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Summary of disclosure exemptions

The company has not presented a cash flow statement on the grounds that the company is a wholly owned subsidiary and a group cash flow statement is included in the financial statements of the ultimate parent company.

Name of parent of group

These financial statements are consolidated in the financial statements of Rubicone Topco Limited.

The financial statements of Rubicone Topco Limited may be obtained from Companies House.

Going concern

Following the year end, the company became part of the Civitas group of companies as detailed on page 3.

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Judgements and estimation uncertainty

These financial statements do not contain any significant judgements or estimation uncertainty.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company. The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the company's activities.

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current 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 taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Freehold property

10% straight line on improvements

Fixtures and fittings

25% reducing balance

Equipment

25% reducing balance

Motor vehicles

25% reducing balance

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

 

3

Turnover

The total turnover of the company has been derived from its principal activity wholly undertaken in the United Kingdom.

 

4

Operating profit

Arrived at after charging/(crediting)

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Depreciation expense

172,341

51,324

Operating lease expense - property

8,467

1,359

 

5

Other interest receivable and similar income

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Group interest receivable

282,364

30,956

Interest income on bank deposits

6,395

203

288,759

31,159

 

6

Interest payable and similar expenses

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Group interest payable

442

403

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

 

7

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Wages and salaries

1,914,255

565,925

Social security costs

150,647

45,234

Pension costs, defined contribution scheme

198,728

69,599

2,263,630

680,758

The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:

Year ended 31 August 2023
No.

12 May 2022 to 31 August 2022
No.

Education and care staff

100

93

 

8

Directors' remuneration

Director's remuneration has been borne by another group company.

 

9

Auditors' remuneration

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Audit of the financial statements

7,200

5,040

Auditors' remuneration is borne by a related party.

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

 

10

Taxation

Tax charged/(credited) in the profit and loss account

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Current taxation

UK corporation tax

-

193,412

UK corporation tax adjustment to prior periods

(237,753)

-

(237,753)

193,412

Deferred taxation

Arising from origination and reversal of timing differences

(27,196)

168,748

Tax (receipt)/expense in the income statement

(264,949)

362,160

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2022 - higher than the standard rate of corporation tax in the UK) of 21.5% (2022 - 19%).

The differences are reconciled below:

Year ended 31 August 2023
£

12 May 2022 to 31 August 2022
£

Profit before tax

4,599,971

981,959

Corporation tax at standard rate

988,994

186,572

Deferred tax expense from unrecognised temporary difference from a prior period

-

170,346

Tax increase from effect of capital allowances and depreciation

1,488

6,702

Tax decrease from other short-term timing differences

-

(1,460)

Tax decrease arising from group relief

(1,017,678)

-

Prior period adjustments for group relief

(237,753)

-

Total tax (credit)/charge

(264,949)

362,160

Deferred tax

Deferred tax assets and liabilities

2023

Liability
£

Difference between accumulated depreciation and capital allowances

190,083

2022

Liability
£

Difference between accumulated depreciation and capital allowances

217,279

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

 

11

Tangible assets

Freehold land and buildings
£

Furniture, fittings and equipment
 £

Motor vehicles
 £

Total
£

Cost

At 1 September 2022

1,035,027

314,855

80,484

1,430,366

Additions

22,439

34,956

-

57,395

At 31 August 2023

1,057,466

349,811

80,484

1,487,761

Depreciation

At 1 September 2022

250,042

151,401

39,696

441,139

Charge for the year

111,397

49,815

11,129

172,341

At 31 August 2023

361,439

201,216

50,825

613,480

Carrying amount

At 31 August 2023

696,027

148,595

29,659

874,281

At 31 August 2022

784,985

163,454

40,788

989,227

 

12

Debtors

31 August 2023
 £

31 August 2022
 £

Trade debtors

311,593

517,466

Other debtors

-

28,652

Prepayments

28,504

30,028

Amounts owed by group undertakings

8,153,059

3,791,093

 

8,493,156

4,367,239

Less non-current portion

(8,153,059)

(3,791,093)

Total current trade and other debtors

340,097

576,146

Details of non-current trade and other debtors

£8,153,059 (2022 - £3,791,093) of amounts owed by group undertakings is classified as non current. Amounts owed to group undertakings are repayable on demand and attract an interest rate of 5%.

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

 

13

Creditors

Note

31 August 2023
 £

31 August 2022
 £

Due within one year

 

Trade creditors

 

16,868

1,850

Social security and other taxes

 

41,455

28,450

Outstanding defined contribution pension costs

 

-

5,810

Accrued expenses

 

69,518

66,956

Corporation tax liability

10

-

309,397

Deferred income

 

90,272

53,836

 

218,113

466,299

Due after one year

 

Amounts owed to group undertakings

 

-

44,566

 

14

Pension and other schemes

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £198,728 (2022 - £69,599).

Contributions totalling £Nil (2022 - £5,810) were payable to the scheme at the end of the year and are included in creditors.

 

15

Share capital

Allotted, called up and fully paid shares

 

31 August 2023

31 August 2022

 

No.

£

No.

£

A Ordinary shares of £1 each

250

250

250

250

B Ordinary shares of £1 each

250

250

250

250

C Ordinary shares of £1 each

250

250

250

250

D Ordinary shares of £1 each

250

250

250

250

 

1,000

1,000

1,000

1,000

Rights, preferences and restrictions

The different classes of share referred to above carry separate rights to dividends but, in all other significant respects, rank pari passu.

 

16

Contingent liabilities

The company is bound by an intra-group cross guarantee in respect of bank debt with other members of the group, headed by its ultimate parent undertaking, Rubicone Topco Limited. The amount guaranteed is £143,885,574 (2022 - £135,783,498). On 14 December 2023, the Company was released from the intra-group cross guarantee headed by its immediate parent undertaking, Rubicone Topco Limited.

 

Bluebell School Limited

Notes to the Financial Statements for the Year Ended 31 August 2023

 

17

Parent and ultimate parent undertaking

Up to 15 December 2023, the company's immediate parent was Shine Bidco Limited and the ultimate parent was Rubicone Topco Limited, both companies incorporated in England and Wales.

Up to 15 December 2023, the ultimate controlling party was August Equity Partners V GP Limited, a company registered in England and Wales, which is considered to have no single controlling party.

Since 15 December 2023, the immediate and ultimate parent companies have been as detailed in note 18 below.

 

18

Non adjusting events after the financial period

On 14 December 2023, the Company was released from the intra-group cross guarantee headed by its immediate parent undertaking, Rubicone Topco Limited.

On 15 December 2023, 100% of the share capital of the Company was acquired by CHP Investments 1 Limited. The ultimate parent of CHP Investments 1 Limited is CIM Healthcare Properties LP, registered at Aztec Group House, IFC 6, The Esplanade, St Helier, Jersey, JE4 0QH.

On 15 December 2023, Civitas Social Healthcare Advisors Limited ('Civitas') became a related party by virtue of the investment advisor services it provides to the Company. Civitas is the investment advisor to CIM Healthcare Properties LP and all investments advisor costs are accounted for in CHP Investments 1 Limited. Mr Andrew Joseph Dawber and Mr Thomas Clifford Pridmore were appointed as Directors of the Company and are employees of Civitas.

On 18 December 2023, the Company's registered address changed to 25 Maddox Street, London, United Kingdom, W1S 2QN.

There were no other significant events after the reporting date which require adjustment or disclosure in these Financial Statements.