Company Information
Contents
Directors' report
For the year ended 31 December 2024
The directors present their report and the financial statements of Shepherd Compello Ltd ('the company') for the year ended 31 December 2024.
The profit for the year, after taxation, amounted to £253,258 (2023 - £872,599).
No ordinary dividends were paid. The directors do not recommend payment of a final dividend (2023: £nil).
The directors who served during the year were:
The directors are responsible for preparing the Directors' report, the Strategic report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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Directors' report (continued)
For the year ended 31 December 2024
The company has chosen, in accordance with s.414C(11) of the Companies Act 2006, to set out in the Strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the Directors' report. It has done so in respect of principal risks and uncertainties and future plans.
The directors have acted, both individually and together, in a way that they consider in good faith would be the most likely to promote the success of the company. The directors continue to have regard to the interests of the company's employees, suppliers, customers and other stakeholders, including the impact of its activities on the company's reputation when making decisions.
There have been no significant events affecting the company since the year end.
The auditor, Buzzacott Audit LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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Strategic report
For the year ended 31 December 2024
The directors present the strategic report for Shepherd Compello Ltd ("the company") for the year ended 31 December 2024.
Turnover for the year was £5,890,946. Profit before tax was £295,462.
The movement in commission income is primarily attributable to changes to the operating and regulatory environments since the United Kingdom’s withdrawal from the European Union. The result being that some income that would previously have been recognised in Shepherd Compello Limited is now recognised by other Group companies.
Please refer to the Shepherd Global Limited consolidated financial statements for the year ended 31 December 2024 for more information.
The movement in commission income is primarily attributable to changes to the operating and regulatory environments since the United Kingdom’s withdrawal from the European Union. The result being that some income that would previously have been recognised in Shepherd Compello Limited is now recognised by other Group companies.
Please refer to the Shepherd Global Limited consolidated financial statements for the year ended 31 December 2024 for more information.
The directors consider the principal risks and uncertainties facing the business to be as follows:
The company operates in a highly regulated and diverse business environment. The directors and management of the company therefore regularly review the business and regulatory risks to ensure these are mitigated as far as possible.
The company is exposed to currency risk given a substantial portion of the company's operations are in currencies other than Sterling. The US dollar and Euro are the most significant currencies to which the company is exposed. The directors manage this risk and look to mitigate the effect of exchange rate fluctuations through the use of hedging and foreign exchange forward contracts as deemed appropriate at the time of trade.
The directors have acted, both individually and together, in a way that they consider in good faith would be the most likely to promote the success of the company. The directors continue to have regard to the interest of the company's suppliers and other stakeholders, including the impact of its activities on the company's reputation when making decisions.
Credit risk is the risk that a counterparty will be unable to pay amounts in full when due. The company monitors its debtor balances on an ongoing basis and provision is made for doubtful debts as necessary.
Investments of cash surpluses are only made through banks and companies which have sufficient credit ratings.
Investments of cash surpluses are only made through banks and companies which have sufficient credit ratings.
Liquidity risk
Liquidity risk is the risk that cash may not be available to pay obligations when they fall due. The company has appropriate cash flow management structures in place in order to anticipate demand for cash and meet obligations as they are due. In addition, controls are in place over client money to ensure that the company has appropriate cash resource to meet its obligations as they fall due.
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Strategic report (continued)
For the year ended 31 December 2024
The directors and management of the company meet regularly to review the operation of the business and to review the adequacy of operating systems and internal controls. When a risk is identified, it is assessed and the necessary remedial action is decided and agreed upon by the directors and management team. The company maintains errors and omissions insurance.
The company continues to invest in IT platforms in order to drive forward an improved service for our clients and reporting for our stakeholders, whilst improving internal efficiencies.
The directors have undertaken a strategic review of the business priorities through to 2025 and have mapped out how to grow turnover and profitability through investment in people and diversification of our current offering. This began in earnest during previous periods and will continue moving forward.
The company also continues to focus on the team and developing talent from within where there is opportunity to do so.
The directors have undertaken a strategic review of the business priorities through to 2025 and have mapped out how to grow turnover and profitability through investment in people and diversification of our current offering. This began in earnest during previous periods and will continue moving forward.
The company also continues to focus on the team and developing talent from within where there is opportunity to do so.
This report was approved by the board and signed on its behalf.
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Independent auditor's report to the members of Shepherd Compello Ltd
For the year ended 31 December 2024
We have audited the financial statements of Shepherd Compello Ltd (the 'company') for the year ended 31 December 2024, which comprise the Statement of income and retained earnings, the Statement of financial position and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the Annual report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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Independent auditor's report to the members of Shepherd Compello Ltd (continued)
For the year ended 31 December 2024
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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Independent auditor's report to the members of Shepherd Compello Ltd (continued)
For the year ended 31 December 2024
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:
How the audit was considered capable of detecting irregularities including fraud
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud
and non-compliance with laws and regulations, was as follows:
∙the Senior Statutory Auditor 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 made enquiries of management as to where they considered there was susceptibility to fraud, and their knowledge of actual, suspected and alleged fraud;
∙we identified the laws and regulations that could reasonably be expected to have a material effect on the financial statements of the company through discussions with directors and other management at the planning stage;
∙the audit team held a discussion to identify any particular areas that were considered to be susceptible to misstatement, including with respect to fraud and non-compliance with laws and regulations; and
∙we focused our planned audit work 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 and taxation legislation.
We assessed the extent of compliance with the laws and regulations identified above through:
∙making enquiries of management;
∙inspecting legal correspondence throughout the year for any potential litigation or claims; and
∙considering the internal controls in place that are designed to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
∙identified and assessed the design effectiveness of controls management has in place to prevent and detect fraud;
∙determined the susceptibility of the company to management override of controls by checking the implementation of controls and enquiring of individuals involved in the financial reporting process;
∙reviewed journal entries to identify unusual transactions;
∙performed analytical procedures to identify any large, unusual or unexpected transactions where judgements or decisions made by management indicated bias (see note 3);
∙tested revenue by obtaining an understanding of the client's systems, including when insurance debtors, insurance creditors, and commissions are recorded, and when a bordereau is issued, as well as tracing a sample of transactions in the accounting records to their respective bank receipts and bordereaux;
∙tested revenue by tracing bank receipts through to their bordereaux an the accounting recorded; and
∙carried out substantive testing to check expenditure.
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Independent auditor's report to the members of Shepherd Compello Ltd (continued)
For the year ended 31 December 2024
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included:
∙agreeing financial statement disclosures to underlying supporting documentation;
∙enquiring of management as to actual and potential litigation and claims; and
∙reviewing correspondence with the Financial Conduct Authority.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our 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.
for and on behalf of
Statutory Auditor
130 Wood Street
EC2V 6DL
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Statement of income and retained earnings
For the year ended 31 December 2024
Page 9
Statement of financial position
As at 31 December 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 11 to 29 form part of these financial statements.
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Notes to the financial statements
For the year ended 31 December 2024
Shepherd Compello Ltd is a private company limited by shares and is registered and incorporated in England and Wales. The registered office and principal place of business is 88 Leadenhall Street, London, E3CA 3BP.
The company's principal activities and nature of its operations are disclosed in the Director's Report.
The company's principal activities and nature of its operations are disclosed in the Director's Report.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland' ('FRS 102') 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 judgement in applying the company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Shepherd Global Limited as at 31 December 2024 and these financial statements may be obtained from Companies House.
The company is a parent company that is also a subsidiary included in the consolidated financial statements
of its immediate parent undertaking established in the UK and is therefore exempt from the requirement to
prepare consolidated financial statements under section 400 of the Companies Act 2006.
of its immediate parent undertaking established in the UK and is therefore exempt from the requirement to
prepare consolidated financial statements under section 400 of the Companies Act 2006.
At the time of approving the financial statements, the directors have a reasonable expectation that the group and company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Therefore the financial statements have been prepared on a going concern basis.
Therefore the financial statements have been prepared on a going concern basis.
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Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
Fee income is recognised when and to the extent that insurance services to which it relates have been substantially completed.
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Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Amortisation is provided on the following bases:
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Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
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Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
An amount of income, representing anticipated future claims handling costs on contracts of insurance written or accepted under binding authorities as at the reporting date has been deferred to future accounting periods and is shown within creditors as a deferred income reserve.
i) The company acts as an agent in brokering the insurable risks of its clients and generally is not liable as a principal for premiums due to underwriters nor for claims payable of its clients. Notwithstanding the company's legal relationship with client and underwriters and since, in practice premium and claims monies are usually accounted for by insurance intermediaries, it has followed generally accepted accounting principles by showing cash, debtors, and creditors relating to insurance business as assets and liabilities of the company itself.
ii) The company has given regard to FRS 102 and offsets debtors and creditors from insurance broking transactions only when it is legally enforceable.
ii) The company has given regard to FRS 102 and offsets debtors and creditors from insurance broking transactions only when it is legally enforceable.
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
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 payments 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 income and retained earnings.
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 payments 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 income and retained earnings.
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Notes to the financial statements
For the year ended 31 December 2024
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.
Material estimates are made in determining deferred income. Details of its nature and carrying amount are set out in note 23.
Included in creditors are amounts that are being investigated and may be subject to a future credit write back. At 31 December 2024 these totalled £175,880 (2023 - £175,880).
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
12.Taxation (continued)
The deferred tax asset has been calculated at 25%, being the substantively enacted rate at the reporting date.
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
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Notes to the financial statements
For the year ended 31 December 2024
A Ordinary shares and B Ordinary shares entitle the holders of the shares to the profit of the company as if
they were a single class of shares. In the event of liquidation of the company or otherwise, the assets of the
company remaining after the payment of all liabilities and the payment of an amount equal to the nominal
value of the C share to the holder of such share be applied between the holders of the A Ordinary shares
and B Ordinary shares pro rata to the number of shares held by them respectively. Each A Ordinary share
and B Ordinary share are entitled to one vote.
C Ordinary shares rank pari passu with A Ordinary and B Ordinary shares with regards to profit of the
company. In the event of liquidation of the company or otherwise, the assets of the company remaining
after the payment of all liabilities allow for the payment of an amount equal to the nominal value of the C
share to the holder of such share. C Ordinary shares do not confer the holder any rights to vote except
upon the appointment or removal of a B director, a resolution to change the number of directors, any
resolution which affects the rights of the holder of the C share or any shareholder reserved matter.
they were a single class of shares. In the event of liquidation of the company or otherwise, the assets of the
company remaining after the payment of all liabilities and the payment of an amount equal to the nominal
value of the C share to the holder of such share be applied between the holders of the A Ordinary shares
and B Ordinary shares pro rata to the number of shares held by them respectively. Each A Ordinary share
and B Ordinary share are entitled to one vote.
C Ordinary shares rank pari passu with A Ordinary and B Ordinary shares with regards to profit of the
company. In the event of liquidation of the company or otherwise, the assets of the company remaining
after the payment of all liabilities allow for the payment of an amount equal to the nominal value of the C
share to the holder of such share. C Ordinary shares do not confer the holder any rights to vote except
upon the appointment or removal of a B director, a resolution to change the number of directors, any
resolution which affects the rights of the holder of the C share or any shareholder reserved matter.
Capital redemption reserve
Reserves of proceeds from purchase and cancellation of shares.
Profit and loss account
Cumulative profit and loss net of distribution to owners.
Reserves of proceeds from purchase and cancellation of shares.
Profit and loss account
Cumulative profit and loss net of distribution to owners.
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Notes to the financial statements
For the year ended 31 December 2024
The entity operates a defined contribution pension scheme. The assets of the scheme are held separately from
those of the entity in an independently administered fund. The pension cost charge represents contributions
payable by the entity to the fund and amounted to £194,858 (2023: £251,879). Contributions totalling £12,166 (2023: £114,667) were payable to the fund at the reporting date.
those of the entity in an independently administered fund. The pension cost charge represents contributions
payable by the entity to the fund and amounted to £194,858 (2023: £251,879). Contributions totalling £12,166 (2023: £114,667) were payable to the fund at the reporting date.
During the year, total advances of £27,360 (2023: £22,413) were made to J Shepherd and total repayments of £nil (2023: £nil) were received by the company. At the year end, £370,062 (2023: £342,702) was owed to the company by J Shepherd.
During the year, total advances of £19,064 (2023: £71,950) were made to H T Shepherd, and total repayments of £3,273 (2023: £11,073) were received by the company. At the year end, £1,064,069 (2023: £1,030,279) was owed to the company by H T Shepherd. These balances are included within "other debtors" in note 16, and are interest free and repayable on demand.
During the year, total advances of £19,064 (2023: £71,950) were made to H T Shepherd, and total repayments of £3,273 (2023: £11,073) were received by the company. At the year end, £1,064,069 (2023: £1,030,279) was owed to the company by H T Shepherd. These balances are included within "other debtors" in note 16, and are interest free and repayable on demand.
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Notes to the financial statements
For the year ended 31 December 2024
The immediate and ultimate parent company is Shepherd Global Limited, which heads the smallest and largest group for which consolidated accounts are prepared. Its registered office is 55 Gracechurch Street, London, EC3V 0EE.
The consolidated financial statements of Shepherd Global Limited are available from The Registrar, Companies House, Crown Way, Cardiff, CF4 3UZ.
The ultimate controlling party is considered to be J Shepherd by virtue of his majority shareholdings in Shepherd Global Limited.
The consolidated financial statements of Shepherd Global Limited are available from The Registrar, Companies House, Crown Way, Cardiff, CF4 3UZ.
The ultimate controlling party is considered to be J Shepherd by virtue of his majority shareholdings in Shepherd Global Limited.
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