The directors present their Strategic report of Summit Finance (Wishaw) Plc ("the Company") for the year ended 31 March 2025.
The principal activity of the Company is to provide finance for the operation of the district general hospital at Wishaw, Lanarkshire for what is now the Lanarkshire Acute Hospitals.
Performance Review
The results for the year are set out on page 13.
The result for the year, after taxation, amounted to £nil (2024: £nil).
The net assets at 31 March 2025 were £50,000 (2024: £50,000).
Ordinary dividends were paid amounting to £nil (2024: £nil). The directors do not recommend payment of a final dividend.
The directors are satisfied with the overall performance of the Company and do not foresee any significant change in the Company's activities in the coming financial year.
The Company is reviewed as a part of the Group as the Company itself does not trade. The Company and Group have been compliant with the covenants laid out in the Bond Trust Deed. The Company and Group are also forecasting compliance with the covenants laid out in the group loan agreement for the next 12 months.
The directors recognise that it is important to disclose their view of the impact of climate change on the Company. As a company with the purpose of providing finance for the operation of a district general hospital, the Company itself does not trade. The Company's immediate parent holds key operational contracts which are long-term and with a small number of known counterparties. In most cases, the cash flows from these contracts can be predicted with reasonable certainty for at least the medium-term. Having considered the Company's operations, including the operations of the Group, its contracted rights and obligations and forecast cash flows, there is not expected to be a significant impact upon the Company's operational or financial performance arising from climate change.
These financial statements have been prepared on the going concern basis for the reasons set out in the Accounting Policies.
The directors intend for the business to continue to operate in line with the financial forecast model and contractual terms as this provides a view of the future performance of the Group as a whole. The directors do not expect any strategic changes.
Key Performance Indicators
The performance of the Company and Group from a cash perspective is assessed on a six monthly basis by the testing of the covenants of the senior debt provider. The key indicator being the debt service cover ratio, which is the ratio of the Groups's net cash inflows available for debt service relative to actual debt service payments. At the year end this ratio was 1.50 which is above the required minimum of 1.20. The Company and Group has been compliant with the covenants laid out in the Bond Trust Deed.
The Company's principal financial instruments comprise bonds, which are listed on the London Stock Exchange main market. The main purpose of these financial instruments is to ensure, via the terms of the various financial instruments, that the profile of the debt service costs is tailored to match expected revenues arising from the concession contract of the Group.
The Company has issued £136,556,000 of 6.484% Guaranteed secured bonds. The bonds are repayable in instalments from 1998 until the final repayment in 2028.
The Company's exposure to and management of interest rate risk, credit risk and liquidity risk is detailed below:
Interest rate risk
The Company's policy is to manage its cost of borrowings using fixed rate debt. The return on the amounts due from group undertakings exactly matches the interest payable on the Company's bond and accordingly is not exposed to cash flow interest rate risk.
Credit risk
The Company's principal financial assets are amounts owed by a related undertaking creating a concentration of credit risk. The related undertaking will service the debt with cash flows generated from the availability of the hospital and from the operational management and maintenance of the facility. The project concession cash-flows are secured under contract from the NHS, a government body and the nature of the project is such that cash flows are relatively predictable.
The maximum credit risk exposure relating to financial assets is represented by the carrying value of financial assets at the Statement of Financial Position date.
Liquidity risk
As with interest rate risk, the return on the amounts due from the related undertaking exactly matches the capital payable on the Company's bond and accordingly is not exposed to any level of net cash flow liquidity risk.
The following disclosures describes how the Board has had regard to the matters set out in section 172 (1) (a) to (f) and forms the Directors Statement required under section 414CZA of the Companies Act 2006.
a. The likely consequences of any decision in the long term
The board seeks to engage regularly with the finance manager through a number of forums, including at board meetings. Regular reporting is provided to the board by the manager, which will alert the board to changes to regulation or market practice, which will inform the board's decision making.
b. The interests of the Company's employees
As an externally managed company, the Company's activities are all outsourced and therefore it does not have any employees.
c. The need to foster the Company's business relationships with suppliers, customers and others
The Company’s primary business relationship is with the external debt provider. Debt funders are provided with operational and financial reports on a quarterly basis.
d. The impact of the Company's operations on the community and the environment
The Company has very limited direct impact on the environment as it has no greenhouse gas emissions. Notwithstanding that the Company is committed to minimising environmental disruption from its activities.
e. The desirability of the Company maintaining a reputation for high standards of business conduct
The Company is committed, in its day to day operations and dealings with all affiliates to uphold the highest standard of business conduct and integrity. The directors are not responsible for setting a "business culture" in the traditional sense, but are committed to understanding the culture of the manager and service providers and raise any concerns in this regard if necessary.
f. The need to act fairly between members of the Company
The Company is solely owned by one member and therefore has no fairness considerations needed to be made during decision making.
Principal decisions
For the year ended 31 March 2025 the Board made continued operational decisions.
This report was approved by the board of directors on 30 September 2025 and signed on behalf of the board by:
The directors present their annual report and the audited financial statements of Summit Finance (Wishaw) Plc ("the Company") for the year ended 31 March 2025.
The directors who held office during the year and up to the date of approval of the financial statements were as follows:
Details of the financial instruments are noted in the Strategic Report.
No significant changes are expected to the Company's activities, as set out in the Strategic Report, in the foreseeable future. The directors' assessment of going concern is included in the Strategic Report.
A resolution to reappoint Johnston Carmichael LLP as auditors will be proposed at the forthcoming Annual General Meeting.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", and applicable law).
Under company law, 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 the financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
state whether applicable United Kingdom Accounting Standards, comprising FRS102 have been followed, subject to any material departures disclosed and explained in the financial statements;
make judgements and accounting estimates that are reasonable and prudent; 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 safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are also 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.
The financial statements were approved and signed by the director and authorised for issue on 30 September 2025
Carl Dix
Director
Basis for opinion
We planned our audit by first obtaining an understanding of the company and its environment, including its key activities delegated by the Board to relevant approved third-party service providers and the controls over provision of those services.
We conducted our audit using information maintained and provided by Infrastructure Managers Limited (the “Management Service Provider”) to whom the company has delegated the provision of services.
We tailored the scope of our audit to reflect our risk assessment, taking into account such factors as the business model and activities, the accounting processes and controls, and the industry and geography in which the company operates.
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in the evaluation of the effect of misstatements, both individually and in aggregate on the financial statements as a whole.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.
We summarise below the key audit matter in arriving at our audit opinion above, together with how our audit addressed this matter and the results of our audit work in relation to this matter.
Recoverability of amounts due from group undertakings
As reported in note 7 to the financial statements the Company is owed £28.7m (2024: £36.9m) from group undertakings. Recoverability is dependent on the continued servicing and recoverability of the group finance debtor which is covered by a security and financial guarantee from Lanarkshire Acute Hospitals NHS Trust.
Notwithstanding the existence of the security and guarantee, the debt is material to the financial statements and its collection is dependent on the wider group fulfilling key service concession arrangements with Lanarkshire Acute Hospitals NHS Trust.
For these reasons, we have identified the valuation of this balance as the most significant assessed risk of material misstatement due to error.
Central to our audit response was our evaluation of management’s assessment of the recoverability of the amounts receivable.
The key procedures we applied to evaluate management’s assessment included:
Understanding the residual liabilities protection in place with the Secretary of State in relation to Lanarkshire Acute Hospitals NHS Trust;
Evaluated the credit rating of the UK government to ensure that they would be able to pay the ProjectCo if the residual liabilities protection support was to be called upon;
Reviewing the most recent project operating model and predicted cash flow assumptions and projections for the remainder of the contract to ensure sufficient income is expected to be received to meet the ongoing liabilities of the group as they fall due;
We considered the reasonableness of the Trust’s ability to continue to pay the monthly service income, its settlement performance to date and whether any issues have arisen over non-payment, in order to assess the likelihood of the non-recovery of the amounts due; and
Assessed the adequacy of the operational company’s bank and cash position at the year end.
The procedures outlined above did not identify any material misstatements in the carrying value of the amount due from group undertakings.
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality in determining the nature and extent of our work and in evaluating the results of that work.
Materiality measure | Value |
Materiality for the financial statements as a whole We have set materiality as 1% of gross assets as we believe that gross assets is the primary performance measure used by investors and is the key driver of shareholder value. We determined the measurement percentage to be commensurate with the risk and complexity of the audit and the company’s listed status.
| £286,000 (2024: £478,200 based on 1% at planning) |
Performance materiality Performance materiality represents amounts set by the auditor at less than materiality for the financial statements as a whole, to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality for the financial statements as a whole. In setting this we consider the company’s overall control environment, our past experience of the audit that indicates a lower risk of material misstatements. Based on our judgement of these factors, we have set performance materiality at 75% of our overall financial statement materiality.
| £214,500 (2024: £358,650) |
Specific materiality Recognising that there are transactions and balances of a lesser amount which could influence the understanding of users of the financial statements we calculate a lower level of materiality for testing such areas. We have set a specific materiality in respect of related party transactions and Directors’ remuneration. We used our judgement in setting these thresholds and considered our past experience of the audit, the history of misstatements and industry benchmarks for specific materiality. .
| £10,000 (2024: £10,000) |
Board reporting threshold We agreed with the Board that we would report to them all differences in excess of 5% of overall materiality in addition to other identified misstatements that warranted reporting on qualitative grounds, in our view. For example, an immaterial misstatement as a result of fraud.
| £14,300 (2024: £23,910) |
During the course of the audit, we reassessed initial materiality and found no reason to alter the basis of calculation used at year end.
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. Our evaluation of the Directors’ assessment of the company’s ability to continue to adopt the going concern basis of accounting included:
Evaluating management’s method of assessing going concern, including consideration of market conditions and macro-economic uncertainties such as interest rates and inflation rates;
Assessing and challenging the forecast cashflows and associated sensitivity modelling used by management in support of their going concern assessment by reference to supporting documentation, Board approved budgets, our own understanding of the company and the economic environment in which it operates, and the results of other audit work, including specific evaluation of the Directors’ assessment regarding the continued receipt of debt service income from Summit Healthcare (Wishaw) Limited (“ProjectCo”), which is dependent on ProjectCo’s continuing receipt of unitary charge income receivable from Lanarkshire Acute Hospitals NHS Trust;
Assessing the plausibility of mitigating actions identified by management as available to them to continue as a going concern if downside uncertainties were to crystallise;
Assessing the accuracy of management’s forecasting by comparing the reliability of past forecasts to actual results;
Performing arithmetical and consistency checks on management’s base forecast;
Reviewing the adherence to covenants in place based on the forecasts and considered the likelihood of these being breached in the future via the sensitivity analyses performed; and
Assessing the adequacy of the company’s going concern disclosures included in the Annual Report and Financial Statements.
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.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the Strategic Report and the Directors' Report for the financial 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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, 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 assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.
All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:
Companies Act 2006;
Financial Conduct Authority (FCA) listing and Disclosure Guidance and Transparency Rules (DTR); and
UK Generally Accepted Accounting Practice.
We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of legal and professional service expenditure incurred and through our review of Board meeting minutes.
We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. In areas of the financial statements where the risks were considered to be higher, we performed procedures to address each identified risk. We identified a heightened fraud risk in relation to:
Management override of controls
Audit procedures performed in response to the heightened fraud risk identified is included in the following procedures, which were performed to provide reasonable assurance that the financial statements were free of material fraud or error:
Reviewing minutes of meetings of those charged with governance for reference to: breaches of laws and regulation or for any indication of any potential litigation and claims; and events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud;
Reviewing the level of and reasoning behind the company’s procurement of legal and professional services;
Performing audit procedures over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and assessing judgements made by management in their calculation of accounting estimates for potential management bias;
Completion of appropriate checklists and use of our experience to assess the company’s compliance with the Companies Act 2006 and the Listing Rules; and
Agreement of the financial statement disclosures to supporting documentation.
Our audit procedures were designed to respond to the risk of material misstatements 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 intentional concealment, forgery, collusion, omission or misrepresentation. 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 would become aware of it.
Other matters which we are required to address
Following the recommendation of the Board, we were appointed by the Directors on 22 June 2018 to audit the financial statements for the year ended 31 March 2019 and subsequent financial years. The period of our total uninterrupted engagement is 7 years, covering the years ended 31 March 2019 to 31 March 2025.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the company and we remain independent of the company in conducting our audit.
Our audit opinion is consistent with the additional report to the Board of Directors.
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.
All the activities of the company are from continuing operations.
The notes on pages 16 to 21 form part of these financial statements.
The notes on pages 16 to 21 form part of these financial statements.
The notes on pages 16 to 21 form part of these financial statements.
Summit Finance (Wishaw) plc ("the Company") is a publicly limited company limited by shares and is incorporated and domiciled in Scotland. The address of its registered office is 2nd Floor, Drum Suite, Saltire Court, 20 Castle Terrace, Edinburgh, EH1 2EN.
The principal activity of the Company is to provide finance for the operation of the district general hospital at Wishaw, Lanarkshire for what is now the Lanarkshire Acute Hospitals.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: that allows it not to disclose transactions with wholly owned members of a group.
The financial statements of the Company are consolidated in the financial statements of Summit Holdings (Wishaw) Limited. These consolidated financial statements are available from its registered office, 2nd Floor, Drum Suite, Saltire Court, 20 Castle Terrace, Edinburgh, United Kingdom, EH1 2EN.
When forming the opinion, the directors have prepared a detailed model forecast within Summit Healthcare (Wishaw) Limited (the Project company with the concession agreement) to the remainder of the concession incorporating the relevant terms of the PFI contract, subcontracts and Credit Agreement and reasonably prudent economic assumptions, including the repayment of all sums due to this company. This forecast and associated business model, which is updated regularly, predicts that Projectco will be profitable and will have sufficient cash resources to operate within the terms of the PFI contract, Subcontract and Credit Agreement.
Therefore, the directors, having considered the financial position of Projectco and its impact on this company and its expected future cash flows, have prepared the financial statements on a going concern basis. The directors confirm the completeness of the information provided regarding events and conditions relating to going concern at the date of approval of the financial statements, including plans for future actions.
Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and debtors are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial instruments are subsequently measured at fair value, with any changes recognised in the Statement of Comprehensive Income, with the exception of hedging instruments in a designated hedging relationship.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities, including Creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Guaranteed secured bonds
The bond creditor was initially recognised at the value of the net proceeds raised on issue. The finance cost is calculated as the difference between the net carrying amount and the total payments the Company is required to make in respect of the bond. Finance costs are allocated to periods over the term of the bond at a constant rate on the carrying amount, and charged in the profit and loss account. Bond interest is recognised as accruing on a day to day basis.
Issue costs associated with the bond have been capitalised in accordance with FRS 102 and will be amortised over the life of the bonds.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
The carrying value of those assets recorded in the Company's Statement of Financial Position, at amortised cost less any impairment losses, could be materially reduced where circumstances exist which might indicate that an asset has been impaired and an impairment review is performed. Impairment reviews consider the fair value and/or value in use of the potentially impaired asset or assets and compare that with the carrying value of the asset or assets in the Statement of Financial Position. Any reduction in value arising from such a review would be recorded in the Statement of Comprehensive Income. Impairment reviews involve the significant use of assumptions. Consideration has to be given as to the price that could be obtained for the asset or assets, or in relation to a consideration of value in use, estimates of the future cash flows that could be generated by the potentially impaired asset or assets, together with a consideration of an appropriate discount rate to apply to those cash flows.
The audit fee of £15,750 (2024: £15,000) and tax fee of £516 (2024: £500) was borne by the parent company Summit Healthcare (Wishaw) Limited. Auditor remuneration is payable to Johnston Carmichael LLP.
The average number of persons employed by the Company during the financial year, including the directors, amounted to nil (2024: nil). The directors did not receive any remuneration from the Company during the year (2024: £nil).
Fees in relation to management services provided for the Company are borne by the Company's immediate parent undertaking.
On 25 June 1998 the Company issued £136,556,000 guaranteed secured bonds, bearing interest at 6.484%, due between 1998 and 2028. The net proceeds from the issue were received by the immediate parent company on behalf of Summit Finance (Wishaw) plc and are treated as a loan receivable. The loan is repayable over the same period as the bonds, as set out in note 10, so as to match the cash flows required to meet these obligations. The remaining balance of £50,000 is not interest bearing and is repayable on demand.
The bond total presented includes loan issue costs of £173,272 (2024: £220,727).
The bond total presented includes loan issue costs of £165,775 (2024: £338,768).
The bond total presented includes loan issue costs of £339,047 (2024: £559,495).
On 25 June 1998 the Company issued at par value £136,556,000 6.484% Guaranteed Secured Bonds which are listed on the London Stock Exchange and are repayable in 6 monthly instalments to 31 March 2028. From this value has been deducted the unamortised finance costs associated with the bond issue. Included within creditors: amounts falling due after more than one year is an amount of £nil (2024: £nil) in respect of secured bond liabilities payable or repayable by instalments.
The bond has been secured by:-
(i) a first ranking floating charge over the whole property, assets and undertaking of the Company;
and
(ii) an assignation in security of all rights of the Company under the intercompany loan agreement with its parent company, all bank accounts, if any, of the Company and the proceeds thereof and all rights to which the Company may be entitled from time to time in relation to the proceeds of any insurance policies.
The maturity profile of the company's two principle financial instruments of group receivables and the listed bonds are disclosed in notes 7, 8, 9, and 10 above.
The principal risk attached to these instruments are disclosed in the Strategic Report. The instruments are structured such that their performance mirrors each other. Consequently, a change in interest rate and credit risk would largely be compensated and are unlikely to materially impact the company's future results and net assets.
Retained earnings records retained earnings and accumulated losses.
The Company is 100% owned by Summit Healthcare (Wishaw) Limited and has taken advantage of the exemption in section 33 of FRS 102 'Related Party Disclosures', that allows it not to disclose transactions with wholly owned members of a group.