REGISTERED NUMBER: 15335895 (England and Wales)

CONSTANTIA HEALTHCARE INVESTMENTS (NO 2)

LIMITED

Group Strategic Report, Director's Report and

Consolidated Financial Statements

for the Period 1 April 2024 to 30 November 2024

Page

Company Information

1

Group Strategic Report

2

Director's Report

4

Independent Auditors' Report

6

Consolidated Income Statement

10

Consolidated Statement of Financial Position

11

Company Statement of Financial Position

12

Consolidated Statement of Changes in Equity

13

Company Statement of Changes in Equity

14

Consolidated Statement of Cash Flows

15

Notes to the Consolidated Statement of Cash Flows

16

Notes to the Consolidated Financial Statements

17

DIRECTOR:

Anthony George Kingston Massouras

REGISTERED OFFICE:

491a Bradford Road,

Batley,

West Yorkshire

WF17 8LQ

REGISTERED NUMBER:

15335895 (England and Wales)

INDEPENDENT AUDITORS:

Cooper Parry Audit (Ireland) Limited

Statutory Auditor

Unit 7 Dyehouse

Linen Green

Dungannon

Co. Tyrone

BT71 7HB

The director presents his strategic report of the Company and the Group for the period 1 April 2024 to 30 November 2024.

REVIEW OF BUSINESS

The group's key financial performance indicators during the year were as follows:

30 November 2024

31 March 2024

Turnover

£6,441,552

£1,393,535

Gross profit margin

40%

32%

Net profit/(loss) before tax

£201,053

£(617,974)

Revenue has increased pro rata as result of increased demand for activities, with gross profit margin increasing also. The directors are satisfied with the group's financial performance and continue to monitor costs.

PRINCIPAL RISKS AND UNCERTAINTIES

Principal Risks and Uncertainties

The nursing care market is a highly competitive market throughout the UK. The group considers itself as having a strong position in the respective market due to the knowledge of the industry and the provision of a quality service to its residents.

Competition Risk:

Competition comes from care facilities in the locality. The directors manage this risk by ensuring a quality service is offered to all residents.

Financial Risk:

The company's operations expose it to financial risk. The group has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the group by monitoring the levels of risk and the related finance costs.

Economic Risk:

Economic risk is inherent in the industry in which the company operates. The directors manage this risk by ensuring long standing relationships with trusts, suppliers and financiers are maintained. The directors actively promote the business in the local economy.

STRATEGY

The group's success is dependent on the ongoing management of business risks and uncertainties it faces. The directors intend to grow the business further as the group establishes a quality service in the market and through continued management of costs and improved efficiencies within the business.

FUTURE DEVELOPMENTS

The directors are committed to long term creation of shareholder value by increasing its market share in the local market. The directors are confident that their strategy will result in continued growth and profitability.

GROUP POLICY ON EMPLOYING DISABLED WORKERS

The group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for each disabled worker. Arrangements are made, whenever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities.

EMPLOYEES

The group is dependent on the skills and commitment of its employees in order to achieve its objectives. Staff at every level are encouraged to make their fullest possible contribution to the group's success. The group's selection, training, development and promotion policies ensure equal opportunities for all employees, regardless of gender, marital status, race, age or disability. All decisions are based on merit.

ON BEHALF OF THE BOARD:

Anthony George Kingston Massouras - Director

15 July 2026

The director presents his report with the financial statements of the Company and the Group for the period 1 April 2024 to 30 November 2024.

DIVIDENDS

No dividends will be distributed for the period ended 30 November 2024.

DIRECTORS

Anthony George Kingston Massouras has held office during the whole of the period from 1 April 2024 to the date of this report.

Other changes in directors holding office are as follows:

Nicholas Robert King ceased to be a director after 30 November 2024 but prior to the date of this report.

DISCLOSURES REQUIRED UNDER SCHEDULE 7

In accordance with Section 414C (11) of Companies Act 2006, the directors have elected to disclose details of the business review, principal risks and uncertainties, employment policy and future developments in the Group's Strategic Report which would otherwise be required to be disclosed in the Directors' Report.

DIRECTOR'S RESPONSIBILITIES STATEMENT

The director is responsible for preparing the Group Strategic Report, the Director's Report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period. In preparing these financial statements, the director is required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the Company's and the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Group's auditors are aware of that information.

AUDITORS

The auditors, Cooper Parry Audit (Ireland) Limited, have indicated their willingness to continue in office in accordance with the provision of Section 485 of the Companies Act 2006.

ON BEHALF OF THE BOARD:

Anthony George Kingston Massouras - Director

15 July 2026

Opinion

We have audited the financial statements of Constantia Healthcare Investments (No 2) Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 30 November 2024 which comprise the Consolidated Income Statement, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the Group's and of the Parent Company affairs as at 30 November 2024 and of the Group's profit for the period then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and the Parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Director's Report, but does not include the financial statements and our Auditors' 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 this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Group Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Director's Report.

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 by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the Parent Company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of director's remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of director

As explained more fully in the Director's Responsibilities Statement set out on page four, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the director is responsible for assessing the Group's and the Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the Group or the Parent Company or to cease operations, or has no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. The objectives of our audit in respect of fraud are to assess the risk of material misstatement due to fraud, design and implement appropriate responses to those assessed risks and to respond appropriately to instances of fraud or suspected fraud identified during the course of our audit. However, the primary responsibility for the prevention and detection of fraud rests with management and those charged with governance of the company.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

-

We obtained understanding of the legal and regulatory requirements applicable to the company’s financial statements and considered the most significant are the Companies Act 2006, Financial Reporting Standards (FRS102) and UK taxation legislation;

-

We have assessed the risk of material misstatement of the financial statements, including risk of material misstatement due to fraud and how it might occur by holding discussions with management and those charged with governance;

-

We enquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations;

-

Understanding the internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations; and

-

Discussions amongst the audit engagement team regarding how fraud might occur in the financial statements and any potential indicators of fraud. As part of this discussion we identified the following potential areas where fraud may occur: timing of revenue recognition and management override.

The audit response to risks identified included:

-

Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the relevant laws and regulations above;

-

Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risk of material misstatement due to fraud;

In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments, assessing whether the judgements made in making accounting estimates are reasonable and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

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 Auditors' Report.

Other matters which we are required to address

The financial statements for the period ended 31 March 2024, forming the corresponding figures of the financial statements for the period ended 30 November 2024, are unaudited.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' 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.

Mr. Ryan Falls (F.C.A) (Senior Statutory Auditor)

for and on behalf of Cooper Parry Audit (Ireland) Limited

Statutory Auditor

Unit 7 Dyehouse

Linen Green

Dungannon

Co. Tyrone

BT71 7HB

15 July 2026

TURNOVER

6,441,552

1,393,535

Cost of sales

(3,876,747

)

(950,364

)

GROSS PROFIT

2,564,805

443,171

Administrative expenses

(1,147,168

)

(886,792

)

1,417,637

(443,621

)

Other operating income

534

-

OPERATING PROFIT/(LOSS)

5

1,418,171

(443,621

)

Finance costs

6

(1,217,118

)

(174,353

)

PROFIT/(LOSS) BEFORE TAXATION

201,053

(617,974

)

Tax on profit/(loss)

7

4,975

86,079

PROFIT/(LOSS) FOR THE FINANCIAL PERIOD

206,028

(531,895

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

206,028

(531,895

)

Profit/(loss) attributable to:

Owners of the parent

206,028

(531,895

)

Total comprehensive income attributable to:

Owners of the parent

206,028

(531,895

)

NON-CURRENT ASSETS

Intangible assets

9

2,448,618

2,530,317

Tangible assets

10

9,096,732

9,165,181

Investments

11

-

-

11,545,350

11,695,498

CURRENT ASSETS

Stocks

12

8,525

8,525

Receivables: amounts falling due within one year

13

3,115,642

5,205,673

Cash at bank and in hand

264,922

269,012

3,389,089

5,483,210

PAYABLES

Amounts falling due within one year

14

(15,048,193

)

(7,006,680

)

NET CURRENT LIABILITIES

(11,659,104

)

(1,523,470

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(113,754

)

10,172,028

PAYABLES

Amounts falling due after more than one year

15

(100,000

)

(10,586,835

)

PROVISIONS FOR LIABILITIES

18

(112,013

)

(116,988

)

NET LIABILITIES

(325,767

)

(531,795

)

CAPITAL AND RESERVES

Called up share capital

19

100

100

Retained earnings

20

(325,867

)

(531,895

)

SHAREHOLDERS' FUNDS

(325,767

)

(531,795

)

The financial statements were approved by the director and authorised for issue on 15 July 2026 and were signed by:

Anthony George Kingston Massouras - Director

NON-CURRENT ASSETS

Intangible assets

9

-

-

Tangible assets

10

-

-

Investments

11

9,436,278

9,346,450

9,436,278

9,346,450

CURRENT ASSETS

Receivables: amounts falling due within one year

13

3,789,389

3,794,285

PAYABLES

Amounts falling due within one year

14

(15,158,072

)

(3,254,312

)

NET CURRENT (LIABILITIES)/ASSETS

(11,368,683

)

539,973

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,932,405

)

9,886,423

PAYABLES

Amounts falling due after more than one year

15

-

(10,586,301

)

NET LIABILITIES

(1,932,405

)

(699,878

)

CAPITAL AND RESERVES

Called up share capital

19

100

100

Retained earnings

20

(1,932,505

)

(699,978

)

SHAREHOLDERS' FUNDS

(1,932,405

)

(699,878

)

Company's loss for the financial year

(1,232,527

)

(699,978

)

The financial statements were approved by the director and authorised for issue on 15 July 2026 and were signed by:

Anthony George Kingston Massouras - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

100

-

100

Total comprehensive income

-

(531,895

)

(531,895

)

Balance at 31 March 2024

100

(531,895

)

(531,795

)

Changes in equity

Total comprehensive income

-

206,028

206,028

Balance at 30 November 2024

100

(325,867

)

(325,767

)

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

100

-

100

Total comprehensive income

-

(699,978

)

(699,978

)

Balance at 31 March 2024

100

(699,978

)

(699,878

)

Changes in equity

Total comprehensive income

-

(1,232,527

)

(1,232,527

)

Balance at 30 November 2024

100

(1,932,505

)

(1,932,405

)

Cash flows from operating activities

Cash generated from operations

1

553,954

1,452,362

Interest paid

(1,217,118

)

(174,353

)

Tax paid

-

82,807

Net cash from operating activities

(663,164

)

1,360,816

Cash flows from investing activities

Purchase of intangible fixed assets

(93,202

)

(2,530,317

)

Purchase of tangible fixed assets

(2,621

)

(9,165,181

)

Net cash from investing activities

(95,823

)

(11,695,498

)

Cash flows from financing activities

Loan advances

754,897

10,603,594

Share issue

-

100

Net cash from financing activities

754,897

10,603,694

(Decrease)/increase in cash and cash equivalents

(4,090

)

269,012

Cash and cash equivalents at beginning of period

2

269,012

-

Cash and cash equivalents at end of period

2

264,922

269,012

1.	RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period

Period

1/4/24

1/12/22

to

to

30/11/24

31/3/24

(Unaudited)

£

£

Profit/(loss) before taxation

201,053

(617,974

)

Depreciation charges

246,148

102,152

Finance costs

1,217,118

174,353

1,664,319

(341,469

)

Increase in stocks

-

(8,525

)

Decrease/(increase) in trade and other debtors

2,090,031

(5,205,673

)

(Decrease)/increase in trade and other creditors

(3,200,396

)

7,008,029

Cash generated from operations

553,954

1,452,362

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Period ended 30 November 2024

30/11/24

1/4/24

£

£

Cash and cash equivalents

264,922

269,012

Period ended 31 March 2024

31/3/24

1/12/22

(Unaudited)

£

£

Cash and cash equivalents

269,012

-

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1/4/24

Cash flow

At 30/11/24

£

£

£

Net cash

Cash at bank and in hand

269,012

(4,090

)

264,922

269,012

(4,090

)

264,922

Debt

Debts falling due within 1 year

(17,293

)

(11,237,109

)

(11,254,402

)

Debts falling due after 1 year

(10,586,301

)

10,486,301

(100,000

)

(10,603,594

)

(750,808

)

(11,354,402

)

Total

(10,334,582

)

(754,898

)

(11,089,480

)

1.	STATUTORY INFORMATION

Constantia Healthcare Investments (No 2) Limited 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 General Information page.

2.	STATEMENT OF COMPLIANCE

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" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared in accordance with applicable accounting standards including Financial Reporting Standard 102 The Financial Reporting Standard Applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. The financial statements have been prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value. The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the company's financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions

The Group has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirement of paragraph 33.7.

Basis of consolidation

The consolidated financial statements include the financial statements of the parent company and all its subsidiary companies made up to 30 November 2024.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Significant judgements and estimates

The preparation of the financial statements in accordance with generally accepted accounting principles requires management to make estimates, judgements and assumptions that affect the reported amounts of assets and liabilities, income and expenditure in the reporting period. Actual results could differ from those estimates. However, management do not believe there are any significant estimates, judgements or assumptions applied within the accounting policies.

Revenue

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group 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.

Provision of services:

Revenue from a contract to provide services is recognised in the period in which the services are provided. The following criteria must also be met before revenue is recognised:

- the amount of revenue can be measured reliably;

- it is probable that future economic benefits will flow through the company;

- the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business on 1 February 2024, is being amortised evenly over its estimated useful life of 10 years.

Purchased goodwill arising on the acquisition of a business represents the excess of the acquisition cost over the fair value of the identifiable net assets including other intangible fixed assets when they were acquired. Purchased goodwill is capitalised in the Statement of Financial Position and amortised on a straight line basis over its economic useful life of 10 years, which is estimated to be the period during which benefits are expected to arise. On disposal of a business any goodwill not yet amortised is included in determining the profit or loss on sale of the business.

Goodwill is reviewed for impairment at the end of the first full financial year following acquisition and in other periods if events or changes in circumstances indicate that the carrying value may not be recoverable.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Property, plant and equipment

Property, plant and equipment are stated at cost or at valuation, less accumulated depreciation. The charge to depreciation is calculated to write off the original cost or valuation of property, plant and equipment less their estimated residual value, over their expected useful lives as follows:

Freehold property

-

not depreciated

Plant and machinery

-

15% reducing balance

Motor vehicles

-

25% reducing balance

The carrying values of tangible fixed assets are reviewed annually for impairment in periods if events or changes in circumstances indicate the carrying value may not be recoverable.

Government grants

Government grants relating to revenue expenditure are recognised in the Statement of Comprehensive Income over the periods necessary to match them with the related expenditure. Grant income is recognised only when there is reasonable assurance that the conditions attached to the grant will be met and that the grant will be received.

Revenue grants are included within other operating income.

Inventories

Stocks are valued at the lower of cost and net realisable value. Cost comprises expenditure incurred in the normal course of business in bringing stocks to their present location and condition. Full provision is made for obsolete and slow moving items. Net realisable value comprises actual or estimated selling price (net of trade discounts) less all further costs to completion or to be incurred in marketing and selling.

Financial instruments

The group has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.

(i) Financial assets

Basic financial assets, including trade and other receivables, cash and bank balances and amounts owed by related companies are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in the Income Statement.

(ii) Financial liabilities

Basic financial liabilities, including trade and other payables, bank loans and overdrafts and hire purchase contracts are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

(iii) Offsetting

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.