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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
COMPANY INFORMATION
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EADTL LTD
CONTENTS
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EADTL LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present their strategic report for the year ended 31 December 2023.
On 4 May 2023, LSL Property Services plc announced that its entire owned estate agency network would become franchises. This included branches operated by the Company.
On 5 May 2023, the Company’s share capital was sold to Southern Homemove Limited. On the same date, a franchise agreement was entered into between LSLi Limited, Southern Homemove Limited (the Company’s immediate and ultimate parent) and the Company as the franchisee. The Company continues to trade in the same manner and continues to use the Davis Tate brand. Davis Tate Limited changed its name to EADTL Limited on 24 May 2023. The Company transitioned to FRS 102 from FRS 101 as at 1 January 2022. Previous periods have been restated to reflect the changes in accounting policies as detailed in note 29.
The Company made an operating profit, exlcuding exceptional items, of £12k against an operating profit in 2022 of £723k. The Company's key financial and other performance indicators during the year were as follows:
2023 2022 Change £'000 £'000 % Revenue 4,985 5,456 (8.6) Operating profit (excluding exceptional items) 12 723 (98.3) Operating profit margin 0.2% 13.3% Revenue decreased by 8.6% year on year with macro-economic factors such as UK interest rate rises weighing on results. Profitability has been impacted by additional franchise fees levied on the Company's revenue from 5 May 2023 and accruals recognised to close a number of unprofitable branches.
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EADTL LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The principal risks and uncertainties facing the Company are as follows:
Market Risk The volume of house sales and the Company's revenue and profitability could be adversely affected by the following external factors:
∙the housing market;
∙customer behaviour;
∙competition from other estate agents; and
∙changes in legislation.
The Company continues to manage these through risk reviews at regular board meetings. Operational Risk The Company's results could also be affected by the following internal factors:
∙failure to recruit or retain key staff;
∙failure of information systems;
∙failure to comply with relevant legislation; and
∙failure of the franchise model.
Strategic changes made have mitigated the risk to the Company.
This report was approved by the board and signed on its behalf.
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EADTL LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present their report and the financial statements for the year ended 31 December 2023.
The directors who served during the year were:
The profit for the year, after taxation, amounted to £68k (2022 - £521k).
An interim dividend of £7,342k (2022 - £Nil) was paid during the year. This dividend was declared and paid before the Company was acquired by its parent, Southern HomeMove Ltd, during the year. The directors do not recommend the payment of a final dividend. The Company transitioned to FRS 102 from FRS 101 as at 1 January 2022. The dividend was declared and paid before the Company was acquired by Southern HomeMove Ltd and therefore whilst the financial statements were still being prepared under FRS 101. Note 29 to these financial statements explains the transitional adjustments required. Under FRS 101 the Company had sufficient distributable reserves to make the £7,342k dividend. Under Company law, as the dividend was declared and paid before the transition when there were sufficient distributable deserves this is considered a legal dividend.
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EADTL LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
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;
∙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 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.
The Company will continue to undertake measures to optimise its trading performance, to protect margins and EBITDA, whilst retaining and augmenting talent to ensure it is well placed to take advantage of future market developments.
The following matters have been included in the strategic report:
∙Business review
∙Financial key performance indicators
∙Principal risks and uncertainties
The auditors, Larking Gowen LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
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EADTL LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
There have been no significant events affecting the Company since the year end.
This report was approved by the board and signed on its behalf.
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EADTL LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EADTL LTD
We have audited the financial statements of EADTL Ltd (the 'Company') for the year ended 31 December 2023, 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).
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.
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.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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EADTL LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EADTL LTD (CONTINUED)
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.
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 have been prepared in accordance with applicable legal requirements.
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.
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EADTL LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EADTL LTD (CONTINUED)
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:
Due to the field in which the Company operates, we identified the areas most likely to have a direct material impact on the financial statements as compliance with UK tax legislation, UK accounting standards and the Companies Act 2006. In addition, we considered the provisions of other laws and regulations which whilst not having a direct impact on the financial statements, are fundamental to the Company's ability to operate including health and safety, employment law, GDPR and compliance with FCA and client money rules. Our approach to identifying and assessing the risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, included the following:
∙Enquiries with management about any known or suspected instances of non-compliance with laws and regulations and fraud;
∙Reviewing legal and professional fees to confirm all matters where the Company engaged lawyers during the year;
∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
∙Reviewing the reports and findings from client money Propertymark audits to ensure all applicable requirements are being complied with;
∙Challenging assumptions and judgements made by management in their significant accounting estimates, in particular in relation to the value of stock held; and
∙Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.
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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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.
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EADTL LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EADTL LTD (CONTINUED)
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.
for and on behalf of
Chartered Accountants
& Statutory Auditors
1st Floor, Prospect House
Rouen Road
NR1 1RE
Date:
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EADTL LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
REGISTERED NUMBER: 04405992
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 14 to 31 form part of these financial statements.
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EADTL LTD
REGISTERED NUMBER: 04405992
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023
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EADTL LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
EADTL Ltd is a private company limited by shares, incorporated in England and Wales, registered number 04405992. The registered office address is First floor Glendale House, Reading Road, Burghfield Common, Reading, Berkshire, RG7 3BL.
2.Accounting policies
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 (see note 3).
The prior year financial statements were prepared in accordance with FRS 101. This year the Company is applying FRS 102 because the framework is considered more appropriate to the users of the financial statements. On transition back to FRS 102 the Company applied "Section 35 - Transition to this FRS" of FRS 102. Details of the adjustments that arose on transition to FRS 102 is given in Note 29.
The financial statements are presented in Sterling, which is the functional currency of the Company, and rounded to the nearest £.
The following principal accounting policies have been applied:
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;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Southern HomeMove Ltd as at 31 December 2023 and these financial statements may be obtained from Companies House.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The directors have considered the Company’s position at the time of signing the financial statements and have undertaken an exercise to forecast future profits and cash flows for the Company. The directors have also considered the current financial position of the Company, inlcuding the net-current liabilities position at year-end, measures the directors could take to mitigate ongoing costs should they need to and the cash and financing facilities available to the Company.
Based on this, the directors have concluded that they have a reasonable expectation that the Company will have adequate resources to continue in operational existence for the foreseeable future, and at least twelve months from the date of signing these financial statements, they therefore continue to adopt the going concern basis of accounting in preparing these financial statements. Turnover from lettings is recognised on completion of the service being provided, the performance obligations which the Company has depends on the type of lettings income. Let-only lettings income is recognised at a point in time at the start of the minimum period for which a tenant has been found, typically per month. Rent-collect lettings income is recognised at a point in time once the rent has been collected for that period, typically per month. Fully managed lettings is split between the proportion of income from rent collection services which is recognised at that point in time with the remaining income being recognised over the rental period. Pre and post tenancy income is recognised at a point in time once the service is provided. Turnover from conveyancing referrals, financial services for referrals and completion of mortgage procurement is recognised at the legal exchange date of the residential sale to which the transaction relates.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Goodwill
Other intangible assets
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
During the period the Company entered into a franchise agreement which includes an initial fee for the benefit of the existing lettings book and registered trademark, payable in the form of a monthly fixed fee over 15 years. The directors consider the monthly fixed fee represents the purchase of these assets. As such, the assets are capitalised at the present value of the future payments discounted at an appropriate weighted average cost of capital and a corresponding fixed lettings book fee liability recognised.
Subsequently, the fixed lettings book fee asset is amortised to the Statement of comprehensive income over 15 years, being the full term of the franchise agreement. The discounting of the liability is unwound annually with the finance cost recognised within the Statement of comprehensive income.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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.
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.
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.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Amortisation of goodwill The Company assesses the useful life of goodwill by determining the expected useful life of the relevant lettings books acquired. The Company also reviews annually for impairment of goodwill and this requires an estimation of the value-in-use of the cash generating units to which the intangible assets are allocated. This involves estimation of future cash flows and choosing a suitable discount rate. Dilapidations provision The Company reviews its property lease agreements for evidence of any dilapidation clauses. The Company considers work incurred while the property has been leased and estimates the expected cost of re-instating the property to the condition at the beginning of the lease.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
11.Taxation (continued)
There are no factors that may affect future tax charges.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Share based payment reserves
At year-end this scheme was fully closed down and as such the reserve written-down to £Nil.
Profit and loss account
The prior year has been restated to correctly classify expenses between cost of sales and administration expenses. This adjustment does not impact the profit in the prior period.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £115k (2022 - £136k). Contributions totalling £12k (2022 - £12k) were payable to the fund at the reporting date and are included in creditors.
As at 31 December 2023, monies held in separate bank accounts on behalf of clients amounted to £3,352k (2022 - £3,100k). Neither this amount, nor the matching liabilities to the clients concerned are included in the Statement of financial position.
Client funds are protected by the Financial Services Compensation Scheme (FSCS) under which the Government guarantees amounts up to £85,000. This guarantee applies to each individual client, not the total of deposits held by the Company.
The Company's immediate and ultimate parent company is Southern HomeMove Ltd. L Heanley is the ultimate controlling party by virtue of her majority shareholding in Southern HomeMove Ltd. The registered office address is 44 Coombe Lane, London, SW20 0LA.
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EADTL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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