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Registered number: 02955109
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OHI SILVERLEIGH LTD
(FORMERLY KNOWN AS SILVERLEIGH LIMITED)
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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OHI SILVERLEIGH LTD
COMPANY INFORMATION
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Mr R Cannon (resigned 18 October 2024)
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Mr V Gupta (appointed 18 October 2024)
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Mr D J Booth (appointed 18 October 2024, resigned 2 January 2025
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Mr N A Ballew (appointed 18 October 2024)
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Mr R O Stephenson (appointed 18 October 2024)
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C/O Arnold & Porter Kaye Scholer (UK) LLP Tower 42
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OHI SILVERLEIGH LTD
CONTENTS
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Directors' Responsibilities Statement
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Independent Auditors' Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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OHI SILVERLEIGH LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The principal activity of the company during the year was that of a residential care home operator.
On 18 October 2024, the entire share capital of Cannon Care Home Limited (the company's ultimate parent company) was acquired by OHI UK Healthcare Properties Limited.
Immediately following the ownership change the company's trade and assets were acquired by a fellow group company, excluding the property, which was not transferred until 31 December 2024.
Following the transfer of the property the company ceased to trade, and as such the Directors consider it appropriate to prepare the financial statements on a basis other than a going concern basis. All assets have been adjusted to reflect their expected net realisable value and provisions have been made for all known current and future liabilities. It should be noted that the historic classification of assets and liabilities have been retained, reflecting the future use of the assets by the wider group. For example the fixed assets have not been reclassified as current assets.
The profit for the year, after taxation, amounted to £500,211 (2023: £696,659).
The directors are satisfied with the results for the year, as set out below and in the comprehensive income statement. The directors are confident that the company has retained an appropriate level of profit to maintained an appropriate level of working capital.
PRINCIPAL RISKS AND UNCERTAINTIES
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The principal risks and uncertainties facing the company are trading performance and the ability of the group to continue as a going concern. See note 2.3 to the accounts for further details. However, as noted above the company ceased to trade following the transfer of its trade and assets to a fellow group company, and as a result the directors consider it appropriate to prepare the financial statements on a basis other than a going concern basis.
Exposure to liquidity and cashflow risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The Company aims to mitigate this by the managing of cash generation by its operations.
Cash flow risk is the risk to variability that is attributable to a particular risk associated with the recognised asset or liability. The Company manages this risk by maintaining a rolling cash flow forecast to ensure it has sufficient working capital to operate efficiently.
Regulation and compliance risk
The Company faces risks from noncompliance with key regulation and compliance required within the care home sector. The Company aims to mitigate this risk by maintaining compliance with all key regulations, and regularly monitoring these throughout the period.
Page 1
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OHI SILVERLEIGH LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
FINANCIAL KEY PERFORMANCE INDICATORS
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The company's key financial and other performance indicators during the period were as follows:
2024 2023
£’000 £’000
Turnover 4,730 4,641
Operating profit 767 970
Profit after tax 500 697
Shareholders’ funds 8,013 7,813
Average number of employees 94 92
Further key financial performance indicators which the Company uses to monitor performance are salary costs as a percentage of income, and EBITDA. Other key performance indicators include the monitoring of average monthly occupancy.
This report was approved by the board and signed on its behalf.
Page 2
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OHI SILVERLEIGH LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The directors present their report and the financial statements for the year ended 30 September 2024.
The principal activity of the Company during the year was that of a residential care home operator. As noted within the introduction section of the strategic report the company has, since the year end, ceased to trade.
The profit for the year, after taxation, amounted to £500,211 (2023: £696,659).
The Company declared a dividend in the year of £300,000 (2023: £1,000,000).
The directors who served during the year were:
Mr R Cannon (resigned 18 October 2024)
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Mr D J Booth (appointed 18 October 2024, resigned 2 January 2025)
Mr V Gupta (appointed 18 October 2024)
Mr N A Ballew (appointed 18 October 2024)
Mr R O Stephenson (appointed 18 October 2024)
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As noted within the Strategic report the company, following the transfer of its trade and assets to another group company, has ceased to trade. The directors are therefore preparing the financial statements on a basis other than a going concern basis.
FINANCIAL RISK MANAGEMENT
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The principal financial risk faced by the Company is liquidity risk. However, the Company is trading profitably and maintains a positive cash balance. In addition, regular cash flow forecasts are prepared which take into account the predictable operational revenue, debt repayment and cost streams.
DISCLOSURE OF INFORMATION TO AUDITORS
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Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
POST BALANCE SHEET EVENTS
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As noted within the strategic report, on 18 October 2024, the entire share capital of Cannon Care Home Limited (the company's ultimate parent company) was acquired by OHI UK Healthcare Properties Limited.
Immediately following the ownership change the company's trade and assets were acquired by a fellow group company, excluding the property, which was not transferred until 31 December 2024.
Page 3
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OHI SILVERLEIGH LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
This report was approved by the board and signed on its behalf.
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C/O Arnold & Porter Kaye Scholer (UK) LLP Tower 42
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Page 4
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OHI SILVERLEIGH LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
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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:
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∙select suitable accounting policies and then apply them consistently;
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∙make judgments and estimates that are reasonable and prudent;
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∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
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∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
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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.
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Page 5
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OHI SILVERLEIGH LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OFOHI SILVERLEIGH LTD
We have audited the financial statements of OHI Silverleigh Limited (the 'company') for the year ended 30 September 2024, 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).
In our opinion the financial statements:
∙give a true and fair view of the state of the company's affairs as at 30 September 2024 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.
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.
EMPHASIS OF MATTER - CONCLUSIONS RELATING TO GOING CONCERN
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We draw your attention to note 2.3 and the strategic report to the financial statements which explains that following a transfer of the company’s trade and assets to fellow group companies the company ceased to trade. As such the directors consider it appropriate to prepare the financial statements on a basis other than a going concern basis. All assets have been adjusted to reflect their expected net realisable value and provisions have been made for all known current and future liabilities.
It should be noted that the historic classification of assets and liabilities have been retained, reflecting the future use of the assets by the wider group. For example, the fixed assets have not been reclassified as current assets. Our opinion is not modified in respect of this matter.
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.
Page 6
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OHI SILVERLEIGH LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OFOHI SILVERLEIGH LTD (CONTINUED)
OPINION ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006
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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 has been prepared in accordance with applicable legal requirements.
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.
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
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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
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As explained more fully in the set out on page 2, 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.
Page 7
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OHI SILVERLEIGH LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OFOHI SILVERLEIGH LTD (CONTINUED)
AUDITORS' RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
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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.
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:
∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the care home sector;
∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, employment, environmental, health and safety legislation and the CQC requirements;
∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
To address the risk of fraud through management bias and override of controls, we:
∙performed analytical procedures to identify any unusual or unexpected relationships;
∙tested journal entries to identify unusual transactions;
∙assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
∙investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation;
∙reading the minutes of meetings;
∙enquiring of management as to actual and potential litigation and claims; and
∙reviewing relevant correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company’s legal advisors.
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
Page 8
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OHI SILVERLEIGH LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OFOHI SILVERLEIGH LTD (CONTINUED)
auditor's 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.
Christopher Walford BSc FCA (Senior Statutory Auditor)
for and on behalf of
Albert Goodman LLP
Statutory Auditor
Goodwood House
Blackbrook Park Avenue
Taunton
United Kingdom
TA1 2PX
Date: 30 September 2025
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OHI SILVERLEIGH LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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Interest payable and similar expenses
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PROFIT FOR THE FINANCIAL YEAR
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There was no other comprehensive income for 2024 (2023:£NIL).
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The notes on pages 13 to 28 form part of these financial statements.
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Page 10
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OHI SILVERLEIGH LTD
REGISTERED NUMBER:02955109
STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2024
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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TOTAL ASSETS LESS CURRENT LIABILITIES
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Creditors: amounts falling due after more than one year
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PROVISIONS FOR LIABILITIES
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 13 to 28 form part of these financial statements.
Page 11
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OHI SILVERLEIGH LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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COMPREHENSIVE INCOME FOR THE YEAR
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CONTRIBUTIONS BY AND DISTRIBUTIONS TO OWNERS
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Dividends: Equity capital
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COMPREHENSIVE INCOME FOR THE YEAR
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CONTRIBUTIONS BY AND DISTRIBUTIONS TO OWNERS
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Dividends: Equity capital
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The notes on pages 13 to 28 form part of these financial statements.
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Page 12
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
OHI Silverleigh Ltd (formerly known as Silverleigh Limited) is a private Company, limited by shares and registered in the UK. The registered number is 02955109, the address of the registered office is C/O Arnold & Porter Kaye Scholer (UK) LLP Tower 42, 25 Old Broad Street, London, EC2N 1HQ. The principal place of business is Silverleigh Nursing Home, Silver Street, Axminster, Devon, EX13 5AF. The Company operates a residential care home.
However, as noted in the strategic report, following the transfer of the company's trade and assets to another group company the company ceased to trade.
2.ACCOUNTING POLICIES
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BASIS OF PREPARATION OF FINANCIAL STATEMENTS
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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 following principal accounting policies have been applied:
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FINANCIAL REPORTING STANDARD 102 - REDUCED DISCLOSURE EXEMPTIONS
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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 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23.
This information is included in the consolidated financial statements of OHI Cannon Care Homes Ltd (formerly known as Canon Care Homes Limited) as at 30 September 2024 and these financial statements may be obtained from Companies House.
Following the transfer of the property the company ceased to trade, and as such the directors consider it appropriate to prepare the financial statements on a basis other than a going concern basis. All assets have been adjusted to reflect their expected net realisable value and provisions have been made for all known current and future liabilities. It should be noted that the historic classification of assets and liabilities have been retained, reflecting the future use of the assets by the wider group. For example the fixed assets have not been reclassified as current assets.
Page 13
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
2.ACCOUNTING POLICIES (continued)
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Rendering of services
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.
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OPERATING LEASES: THE COMPANY AS LESSEE
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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LEASED ASSETS: THE COMPANY AS LESSEE
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Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Page 14
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
2.ACCOUNTING POLICIES (continued)
DEFINED CONTRIBUTION PENSION PLAN
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.
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CURRENT AND DEFERRED TAXATION
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income 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 income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Page 15
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
2.ACCOUNTING POLICIES (continued)
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TANGIBLE FIXED ASSETS (CONTINUED)
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Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using both a reducing balance and straight line basis where appropriate.
Depreciation is provided on the following basis:
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25% reducing balance and straight line
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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.
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REVALUATION OF TANGIBLE FIXED ASSETS
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Individual freehold and leasehold properties are carried at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the reporting date.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.
Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.
As noted, the company is to transfer its trade and assets to another group company. The tangible fixed assets are recognised at the anticipated realisable value. As these assets will be retained as fixed in the group the directors have retained them as fixed in the current year accounts.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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CASH AND CASH EQUIVALENTS
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
Page 16
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
2.ACCOUNTING POLICIES (continued)
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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PROVISIONS FOR LIABILITIES
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Provisions are recognised when an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of obligation.
Provisions are charged as an expense to the profit and loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.
Page 17
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
2.ACCOUNTING POLICIES (continued)
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
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JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY
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The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities as at the statement of financial position 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 judgments have had the most significant effect on amounts recognised in the financial statements.
Classification of leases:
The Company obtains use of fixed assets as a lessee. The classification of such leases as operating or finance lease required the Company to determine, based on an evaluation of the terms and conditions of the arrangements, whether it retains or acquires the significant risks and rewards of ownership of these assets and accordingly whether the lease requires an asset and liability to be recognised in the Statement of Financial Position.
Valuation of properties:
The Company carries its freehold property at fair value, with changes in fair value being recognised in other comprehensive income. The Company engaged independent valuation specialists, Cushman & Wakefield, to determine fair value at 12 June 2024. The valuer used the profits method of valuation as they consider the market norm is to assess this type of asset for sale purposes by reference to its trading characteristics and profitability. The directors have then assessed their understanding of the market and adjusted the value recognised as materially required.
Page 18
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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An analysis of turnover by class of business is as follows:
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All turnover arose within the United Kingdom.
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The operating profit is stated after charging:
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Tangible fixed asset depreciation
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Other operating lease rentals
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The disclosure for the Group is £22,250. It is estimated that the portion of this for OHI Silverleigh Limited is £5,150.
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Staff costs were as follows:
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Cost of defined contribution scheme
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Key management personnel are employed by the ultimate parent Company, OHI Cannon Care Homes Ltd (formerly known as Cannon Care Homes Ltd). It is not practical to split the costs between individual Group companies. Total compensation of key management personnel for the year across the Group is disclosed in the accounts of OHI Cannon Care Homes Ltd (formerly known as Cannon Care Homes Ltd) for the year ended 30 September 2024.
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The average monthly number of employees, including the directors, during the year was as follows:
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Page 19
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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INTEREST PAYABLE AND SIMILAR EXPENSES
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Finance leases and hire purchase contracts
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Current tax on profits for the year
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Adjustments in respect of previous periods
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Origination and reversal of timing differences
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TAXATION ON PROFIT ON ORDINARY ACTIVITIES
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Page 20
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
9.TAXATION (CONTINUED)
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FACTORS AFFECTING TAX CHARGE FOR THE YEAR
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The tax assessed for the year is higher than (2023: lower than) the standard rate of corporation tax in the UK of 25% (2023: 22.01%). The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023: 22.01%)
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Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
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Chargeable gains / (losses)
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Adjustments to tax charge in respect of prior periods- deferred tax
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Adjustments to tax charge in respect of previous periods
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Changes in provisions leading to an increase (decrease) in the tax charge
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TOTAL TAX CHARGE FOR THE YEAR
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Page 21
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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Charge for the year on owned assets
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Charge for the year on financed assets
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The net book value of land and buildings may be further analysed as follows:
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The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
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Furniture, fittings and equipment
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Page 22
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
11.TANGIBLE FIXED ASSETS (CONTINUED)
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If the land and buildings had not been included at valuation they would have been included under the historical cost convention as follows:
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Revaluations on an open market existing use basis
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As noted within the strategic report the company is transferring its trade and assets to another group company following which it will cease to trade. The directors have assessed the recognised net value of the tangible assets and are confident that the value is at the lower of cost and net realisable value.
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Page 23
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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Amounts owed by group undertakings
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Prepayments and accrued income
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CASH AND CASH EQUIVALENTS
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CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
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Amounts owed to group undertakings
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Other taxation and social security
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Obligations under finance lease and hire purchase contracts (note 20)
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Accruals and deferred income
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CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
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Net obligations under finance leases and hire purchase contracts (note 20)
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Page 24
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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Analysis of the maturity of loans is given below:
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AMOUNTS FALLING DUE WITHIN ONE YEAR
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AMOUNTS FALLING DUE 1-2 YEARS
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Bank loan 1 totalling £89,990 at the balance sheet date has an interest rate of 8.9% per annum.
Bank loan 2 totalling £195,815 at the balance sheet date has an interest rate of 11.8% per annum.
Bank loan 3 totalling £147,635 at the balance sheet date has an interest rate of 9.89% per annum.
Bank loan 4 totalling £122,450 at the balance sheet date has an interest rate of 4.8% per annum.
Other loans are unsecured, repayable by monthly installments and incur a fixed interest charge. The loan is guaranteed by the Director at the year end.
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Page 25
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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Charged to profit or loss
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The provision for deferred taxation is made up as follows:
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Accelerated capital allowances
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Short term timing differences
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ALLOTTED, CALLED UP AND FULLY PAID
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1,000 (2023: 1,000) Ordinary shares of £1.00 each
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Profit and loss account
The profit and loss reserve is represented by £1,431,246 relating to distributable profits and £6,580,718 relating to previous revaluations of freehold property.
Page 26
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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HIRE PURCHASE AND FINANCE LEASES
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Minimum lease payments under hire purchase fall due as follows:
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Hire purchase and finance leases are secured against the assets to which they relate. Since the year end the hire purchase liability has been novated, as part of the trade transfer, to a fellow group company.
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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 £45,553 (2023: £38,291) Contributions totalling £10,128 (2023: £9,359) were payable to the fund at the statement of financial position date and are included in creditors.
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RELATED PARTY TRANSACTIONS
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As a wholly owned subsidiary of OHI Cannon Care Homes Ltd (formerly Cannon Care Homes Ltd), the Company has taken advantage of the exemption in Financial Reporting Standard 102 Section 33 "Related party disclosures" in not disclosing intra Group transactions where 100% of the voting rights are controlled within the Group.
The Company's freehold property has been provided as security against the bank borrowings in the Company's ultimate parent Company, OHI Cannon Care Homes Ltd (formerly Cannon Care Homes Ltd).
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POST BALANCE SHEET EVENTS
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As noted in the strategic report, on 18 October 2024, the entire share capital of Cannon Care Home Limited (the company's ultimate parent company) was acquired by OHI UK Healthcare Properties Limited.
Immediately following the ownership change the company's trade and assets were acquired by a fellow group company, excluding the property, which was not transferred until 31 December 2024.
Page 27
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OHI SILVERLEIGH LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The parent Company is OHI Cannon Care Homes 4 Ltd (formerly Cannon Care Homes 4 Ltd), Company number 06389135, registered in England and Wales. Copies of the financial statements can be obtained from Companies House.
The ultimate parent Company is OHI Cannon Care Homes Ltd (formerly Cannon Care Homes Ltd), Company number 05317825, registered in England and Wales. Copies of the financial statements can be obtained from Companies House.
At 30 September 2024, OHI Cannon Care Homes Ltd (formerly known as Cannon Care Homes Ltd) was ultimately controlled by Mr R Cannon. From 18 October 2024, the controlling party was OHI UK Healthcare Properties Ltd.
On the 12 January 2018 charges were registered in line with Chapter A1 Part 25 of the Companies Act 2006 with Companies House. Pursuant to the charge, Triodos Bank NV, acting through its registered office at Deanery Road, Bristol, BS1 5AS, placed a fixed and floating charge on all property of Silverleigh Limited. Charges were satisfied on 23 October 2024.
Page 28
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