Culver Financial Management Limited - Limited company accounts 25.1

REGISTERED NUMBER: 01157569 (England and Wales)

Report of the Directors and

Unaudited Financial Statements for the Year Ended 31 March 2025

for

Culver Financial Management Limited

Page

Company Information

1

Report of the Directors

2

Abridged Income Statement

3

Abridged Statement of Financial Position

4

Notes to the Financial Statements

5

DIRECTORS:

R S D Brazier

C J Yates

REGISTERED OFFICE:

13 Hanover Square

Mayfair

London

W1S 1HN

REGISTERED NUMBER:

01157569 (England and Wales)

The directors present their report with the financial statements of the company for the year ended 31 March 2025.

PRINCIPAL ACTIVITY

The Company's principal activity is the provision of a full range of employee benefits and independent financial advisory services to businesses and high net worth individuals in the UK.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2025.

FUTURE DEVELOPMENTS

We draw attention to Note 2 of the financial statements with regards to the material uncertainty related to going concern notwithstanding that the Company's trading continues satisfactorily. The company was a joint guarantor of a senior facilities agreement entered into by The Ince Group Plc before it was dissolved. This guarantee has now been demanded but not enforced so there is potential for the company to become insolvent should repayment be required. However, it is our opinion that the company is worth more to the creditor as a trading entity and that to continue as a going concern would produce a better outcome for the lender than an insolvent liquidation.

There is uncertainty regarding the future of Ince Wealth Limited, the Company's immediate parent company. We consider the recoverability of amounts due from that company to be doubtful and full provision against that balance has been made, largely in previous years.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2024 to the date of this report.

R S D Brazier

C J Yates

ON BEHALF OF THE BOARD:

C J Yates - Director

15 January 2026

GROSS PROFIT

403

449

Administrative expenses

371

1,891

OPERATING PROFIT/(LOSS)

4

32

(1,442

)

Interest receivable and similar income

1

-

33

(1,442

)

Interest payable and similar expenses

3

-

PROFIT/(LOSS) BEFORE TAXATION

30

(1,442

)

Tax on profit/(loss)

(18

)

25

PROFIT/(LOSS) FOR THE FINANCIAL
YEAR

48

(1,467

)

FIXED ASSETS

Property, Plant and Equipment

6

-

CURRENT ASSETS

Debtors

91

53

Cash at bank

18

118

109

171

CREDITORS

Amounts falling due within one year

58

168

NET CURRENT ASSETS

51

3

TOTAL ASSETS LESS CURRENT
LIABILITIES

51

3

CAPITAL AND RESERVES

Called up share capital

430

Retained earnings

(379

)

(427

)

SHAREHOLDERS' FUNDS

51

3

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

All the members have consented to the preparation of an abridged Income Statement and an abridged Statement of Financial Position for the year ended 31 March 2025 in accordance with Section 444(2A) of the Companies Act 2006.

The financial statements were approved by the Board of Directors and authorised for issue on 15 January 2026 and were signed on its behalf by:

C J Yates - Director

1.	STATUTORY INFORMATION

Culver Financial Management Limited (the company) is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" (applying Section 1A "Small Entities") and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Material uncertainty related to going concern

The entity is one of the original guarantors for a senior facilities agreement entered into by The Ince Group Plc (now dissolved) and Investec Bank Plc. A demand has been made in respect of this guarantee but has not been enforced. The amount due is material to these accounts and if called in would result in the company becoming insolvent. It is the Directors' opinion that, from the perspective of realisation by the lender in respect of the guarantee, the company is better positioned as a trading company and therefore they do not expect to have to make full repayment.

The Company has prepared its business plan on a conservative basis and is satisfied that on the basis that its business plan is achieved, adequate financial resources on the basis set out in the previous paragraph will be available to it until at least 12 months after the approval date of the financial statements. Accordingly the financial statements have been prepared on the going concern basis.

Turnover

Turnover represents amounts chargeable in respect of professional services provided to clients during the year. Income is recognised when the company has performed services in accordance with the agreement with the relevant client and has obtained a right to consideration for those services.

Tangible fixed assets

Plant and equipment is stated at cost less accumulated depreciation and accumulated impairment losses. Cost comprises the aggregate amount paid and the fair value of any other consideration given to acquire the asset and includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided on all property, plant and equipment, other than land, at the following annual rates in order to write off each asset over its expected useful:

Computer equipment - 15% on cost

The carrying values of property, plant and equipment are reviewed for impairment if events or changes in circumstances indicate the carrying value may not be recoverable, and are written down immediately to their

recoverable amount. Useful lives and residual values are reviewed annually and where adjustments are required these are made prospectively.

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the derecognition of the asset is included in the Income Statement in the period of derecognition.

Financial instruments

The company classifies financial instruments, or their component parts, on initial recognition as a financial asset, a financial liability or an equity instrument in accordance with the substance of the contractual arrangement. Financial instruments are recognised on trade date when the company becomes a party to the contractual provisions of the instrument. Financial instruments are recognised initially at fair value plus, in the case of a financial instrument not at fair value through profit and loss, transaction costs that are directly attributable to the acquisition or issue of the financial instrument. Financial instruments are derecognised on trade date when the company is no longer a party to the contractual provisions of the instrument.

Financial assets are included on the Statement of Financial Position as trade and other debtors and cash and cash equivalents.

Financial liabilities are included on the Statement of Financial Position as trade and other creditors and borrowings.

Trade debtors

Trade debtors are stated at their original invoiced value, as the interest that would be recognised from discounting future cash receipts over the short credit period is not considered to be material. Trade debtors are reduced by appropriate allowances for estimated irrecoverable amounts.

Trade creditors

Trade creditors are stated at their original invoiced value, as the interest that would be recognised from discounting future cash payments over the short payment period is not considered to be material.

Interest-bearing borrowings

Interest-bearing borrowings are stated at amortised cost using the effective interest method. The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Provisions

Provisions for clawback of indemnity commission and other claims are recognised when the Company has a present legal or constructive obligation as a result of past events; it is more likely than not that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Provisions are measured at management's best estimate of the expenditure required to settle the obligation at the Statement of Financial Position date.

Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the Statement of Financial Position.

Critical accounting estimates, judgements and assumptions

Estimates, judgements and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The resulting accounting estimates will, by definition, seldom equal the related actual results.

The directors are not aware of any sources of estimation uncertainty at the statement of financial position date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period excluding the non-executive director, was as follows:-

Year to

31/3/25

31/3/24

Sales, advice and administration

4

3

The Company's staff were paid through a payroll operated by the Company's fellow subsidiary, Hanover Pensions Limited, from 1 July 2023, having previously been employed by another fellow subsidiary, Hanover Financial Management Limited (In liquidation). Up to 30 April 2023, the payroll cost was borne by the Company's parent, Ince Wealth Limited, and not recharged to the Company.

The costs of the payroll paid by Hanover Pensions Limited have been reimbursed by the Company. The employees are members of a defined contribution pension scheme operated by Hanover Pensions Limited and contributions payable to the scheme are reimbursed by the Company and charged to profit or loss in the period to which they relate.

The aggregate staff costs was as follows:-

£'000

Wages and salaries

231

147

Compulsory social security contributions

22

16

Employee benefit costs

20

12

Pension costs

11

7

284

182

No Directors received any fees or remuneration from the company during the period (2024: £Nil).

4.	OPERATING PROFIT/(LOSS)

The operating profit (2024 - operating loss) is stated after charging:

31.3.25

31.3.24

£'000

Auditor's remuneration

-

5

5.	EXCEPTIONAL ITEMS

31.3.25

31.3.24

£'000

Write off balance with parent

-

(1,542

)

6.	PROPERTY, PLANT AND EQUIPMENT

Totals

£'000

COST

At 1 April 2024

and 31 March 2025

11

DEPRECIATION

At 1 April 2024

and 31 March 2025

11

NET BOOK VALUE

At 31 March 2025

-

At 31 March 2024

-

7.	RELATED PARTY DISCLOSURES

The Company has taken advantage of the exemption under paragraph 33.1A of FRS102 not to disclose transactions with fellow wholly owned subsidiaries.

Financial liabilities include a subordinated loan of £30,000 (2024: £30,000) owed to Ince Wealth Limited. The loan is unsecured, has no fixed repayment term and does not bear interest. Repayment has not been demanded and the timing of repayment is uncertain.

During the year, CMY Services LLP, an entity of which C J Yates (a director of the Company) is a member, charged the Company £13,650 (2024:£10,000) for consultancy services. At the year end, there was no balance outstanding to CMY Services LLP.

8.	ULTIMATE CONTROLLING PARTY

The company's parent company is Ince Wealth Limited. Following the dissolution of The Ince Group plc (which had been the ultimate parent of the Company until such dissolution), control of the whole of the issued share capital of the Company passed to the Crown through the bono vacantia arrangements.

These financial statements provide information about Culver Financial Management Limited as an individual undertaking.

9.	GUARANTEE FOR THEN ULTIMATE PARENT

The Company, together with many then fellow subsidiaries of The Ince Group plc (which has recently been dissolved), provided a guarantee, secured against, inter alia, the Company's assets and business, of a bank loan to that company. The facility totalled £17.0m and, at the date of the administration of The Ince Group plc, a term loan of £8.2m and RCF loan of £8.0m were outstanding under the facility.

A demand has been made in respect of this guarantee but has not been enforced.