REGISTERED NUMBER: |
SAFFRONLAND GROUP LIMITED |
STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 |
REGISTERED NUMBER: |
SAFFRONLAND GROUP LIMITED |
STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2024 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Director | 3 |
Report of the Independent Auditors | 4 |
Statement of Comprehensive Income | 7 |
Balance Sheet | 8 |
Statement of Changes in Equity | 9 |
Notes to the Financial Statements | 10 |
SAFFRONLAND GROUP LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 JULY 2024 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
Chartered Accountants |
Fryern House |
125 Winchester Road |
Chandlers Ford |
Hampshire |
SO53 2DR |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31 JULY 2024 |
The director presents his strategic report for the year ended 31 July 2024. |
REVIEW OF BUSINESS |
The company is a holding company and also holds the bank loans for the group. Other than interest payable on the bank loan there is little other activity in the period. |
FUTURE DEVELOPMENTS |
The company will continue to hold and finance the bank loan in line with the terms of the agreement. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The key risk for the company relates to the bank loan as commented below. |
LIQUIDITY RISKS |
The director recognises the importance of funding and liquidity under the current economic climate and will continue to monitor the Company's financial resources to ensure that the Company is able to support its activities and future growth. |
INTEREST RATE AND CASH FLOW RISKS |
The Company has interest bearing liabilities such as bank loans which attracts interest at variable SONIA rates. |
The Company manages the liquidity risk by ensuring there are sufficient funds to meet amounts due. |
ON BEHALF OF THE BOARD: |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 31 JULY 2024 |
The director presents his report with the financial statements of the company for the year ended 31 July 2024. |
DIVIDENDS |
The total distribution of dividends for the year ended 31 July 2024 will be £Nil (2023: £Nil). |
DIRECTOR |
THIRD PARTY INDEMNITIES |
A qualifying third party indemnity provision for the benefit of the director was in force during the year under review and remains in force as at the date of approval of the financial statements. |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, Rothmans Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
SAFFRONLAND GROUP LIMITED |
Opinion |
We have audited the financial statements of Saffronland Group Limited (the 'company') for the year ended 31 July 2024 which comprise the Statement of Comprehensive Income, 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 July 2024 and of its loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 director's 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 director with respect to going concern are described in the relevant sections of this report. |
Other information |
The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors 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 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 the audit: |
- | the information given in the Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Director. |
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 director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
SAFFRONLAND GROUP LIMITED |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
We obtained an understanding of the legal and regulatory framework that the Company operates in, focusing on those laws and regulations that had a direct effect on the Financial Statements or that had a fundamental effect of the operations of the Company. The key laws and regulations we considered in this context include the UK Companies Act. |
Discussions were held within the engagement team regarding how and where fraud might occur in the Financial Statements and any potential indicators of fraud. Audit procedures were designed to ensure all of the risks were addressed. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
o | enquiring of management as to actual and potential litigation and claims; and |
o | reviewing any correspondence with regulators and the Company's legal advisors. |
To address the risk of fraud through management bias and override of controls, we: |
o | performed analytical procedures to identify any unusual or unexpected relationships; and |
o | tested journal entries to identify unusual transactions; and |
o | assessed whether judgements and assumptions contained any indication of potential bias. |
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
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 Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
SAFFRONLAND GROUP LIMITED |
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 a Report of the Auditors 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 |
Statutory Auditors |
Chartered Accountants |
Fryern House |
125 Winchester Road |
Chandlers Ford |
Hampshire |
SO53 2DR |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
STATEMENT OF COMPREHENSIVE |
INCOME |
FOR THE YEAR ENDED 31 JULY 2024 |
2024 | 2023 |
Notes | £ | £ |
TURNOVER |
Administrative expenses |
OPERATING LOSS | 4 | ( |
) | ( |
) |
Interest payable and similar expenses | 5 |
LOSS BEFORE TAXATION | ( |
) | ( |
) |
Tax on loss | 6 |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
( |
) |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
BALANCE SHEET |
31 JULY 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Investments | 7 |
CURRENT ASSETS |
Debtors | 8 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 9 |
NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
10 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 12 |
Merger reserve | 13 |
Retained earnings | 13 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the director and authorised for issue on |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 JULY 2024 |
Called up |
share | Retained | Merger | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Balance at 1 August 2022 | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 31 July 2023 | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 31 July 2024 | ( |
) |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JULY 2024 |
1. | COMPANY INFORMATION |
Saffronland Group Limited is a private limited company, limited by shares, registered in England and Wales. The company's registered number is 11176110 and the address of its registered office is 121B Winchester Road, Chandlers Ford, Eastleigh, Hampshire, SO53 2DR. |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The presentation currency is £ sterling. |
Going concern |
The financial statements have been prepared on the going concern basis. |
Consolidated financial statements |
The financial statements contain information about Saffronland Group Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company has taken advantage of the exemption conferred by section 400 of the Companies Act 2006 not to produce consolidated financial statements as it is included in UK group accounts of a larger group. |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows; |
• | the requirement of paragraph 3.17(d); |
• | the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); |
• | the requirement of paragraph 33.7. |
Significant judgements and estimates |
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date, and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. |
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements. |
1) | Impairment of assets |
Management use their judgement to determine if there are any indicators of impairment. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2024 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Dividends |
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid and final equity dividends are recognised when approved by the shareholders at an annual general meeting. |
Financial instruments |
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 entity after deducting all of its financial liabilities. |
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Debt instruments are measured at amortised cost. Financial liabilities are presented as such in the Balance Sheet. Finance costs and gains or losses relating to financial liabilities are included in the Income Statement. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. |
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited directly to equity. |
Finance costs |
Finance costs are charged to the Income Statement over the term of the debt using the effective interest rate method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction on the proceeds of the associated capital instrument. |
3. | EMPLOYEES AND DIRECTORS |
There were no staff costs for the year ended 31 July 2024 nor for the year ended 31 July 2023. |
The average number of employees during the year was NIL (2023 - NIL). |
2024 | 2023 |
£ | £ |
Director's remuneration |
4. | OPERATING LOSS |
The operating loss is stated after charging: |
2024 | 2023 |
£ | £ |
Auditors remuneration |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2024 |
5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2024 | 2023 |
£ | £ |
Bank interest |
6. | TAXATION |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 July 2024 nor for the year ended 31 July 2023. |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2024 | 2023 |
£ | £ |
Loss before tax | ( |
) | ( |
) |
Loss multiplied by the standard rate of corporation tax in the UK of (2023 - |
( |
) |
( |
) |
Effects of: |
Utilisation of tax losses - group relief | 391,991 | 146,301 |
Movement in deferred tax unprovided | (4,699 | ) | - |
Total tax charge | - | - |
7. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 August 2023 |
and 31 July 2024 |
NET BOOK VALUE |
At 31 July 2024 |
At 31 July 2023 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: Maple House, 121b Winchester Road, Chandlers Ford, Hampshire, SO53 2DR |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Maple House, 121b Winchester Road, Chandlers Ford, Hampshire, SO53 2DR |
Nature of business: |
% |
Class of shares: | holding |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2024 |
7. | FIXED ASSET INVESTMENTS - continued |
Registered office: Maple House, 121b Winchester Road, Chandlers Ford, Hampshire, SO53 2DR |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Maple House, 121b Winchester Road, Chandlers Ford, Hampshire, SO53 2DR |
Nature of business: |
% |
Class of shares: | holding |
8. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Amounts owed by group undertakings |
VAT |
9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Bank loans and overdrafts (see note 11) |
10. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2024 | 2023 |
£ | £ |
Bank loans (see note 11) |
11. | LOANS |
An analysis of the maturity of loans is given below: |
2024 | 2023 |
£ | £ |
Amounts falling due within one year | 895,000 | 16,558,000 |
Amounts falling due between one and two years | - | - |
Amounts falling due between two and five years | 16,105,000 | - |
17,000,000 | 16,558,000 |
The above represents the repayment terms of the liability at the year end, excluding amortised cost adjustments. |
The loan facilities are due for repayment in full by 18 March 2029. Interest payments are paid quarterly. Interest is charged on the loans at variable SONIA plus 2.55% until termination of the loans. |
The loans are secured by way of legal charge on the following: |
a) | Freehold properties of the subsidiary companies of Saffronland Group Limited - Saffronland Homes 1 Limited, Saffronland Homes 2 Limited, Saffronland Homes 3 Limited and Homebeech Limited. |
b) | Unlimited cross guarantee from all subsidiaries of Saffronland Group Limited. |
c) | Fixed floating debenture over the assets and undertakings of all subsidiaries of Saffronland Group Limited. |
SAFFRONLAND GROUP LIMITED (REGISTERED NUMBER: 11176110) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JULY 2024 |
12. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary | 1 | 500 | 500 |
Shares rank equally for voting purposes, each share entitles the holder to participate in a distribution by way of dividend and capital (including on a winding up of the company). |
13. | RESERVES |
Retained | Merger |
earnings | reserve | Totals |
£ | £ | £ |
At 1 August 2023 | ( |
) | 14,761,091 |
Deficit for the year | ( |
) | ( |
) |
At 31 July 2024 | ( |
) | 13,211,923 |
14. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
15. | ULTIMATE PARENT COMPANY AND ULTIMATE CONTROLLING PARTY |
The company's immediate and ultimate parent undertaking is Saffronland Investments Limited, a company incorporated in England and Wales. The ultimate control of that company is exercised by Mr A M Lakhani. |
The largest and smallest group in which the results of the company are consolidated is that headed by Saffronland Investments Limited, a company incorporated in England & Wales. The consolidated accounts of this company are available to the public and may be obtained from Companies House. No other group accounts include the results of the company. |