Foresight Fibre Holdco Limited - Limited company accounts 20.1

REGISTERED NUMBER: 12900786 (England and Wales)

REPORT OF THE DIRECTORS AND

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2022

FOR

FORESIGHT FIBRE HOLDCO LIMITED

Page

Company Information

1

Report of the Directors

2

Income Statement

3

Balance Sheet

4

Notes to the Financial Statements

5

Directors:

Ms H M Downie

M J Hammond

Ms A Morjaria

A R J Thakrar

Registered office:

The Shard C/o Foresight Group Llp

32 London Bridge Street

London

SE1 9SG

Registered number:

12900786 (England and Wales)

The directors present their report with the financial statements of the company for the year ended 31 March 2022.

Principal activity

The principal activity of the company in the year under review was that of holding company to Lightning Fibre Holdco Limited and Fibre Assets Holdco Limited, which are in turn the holding companies of Lightning Fibre Limited and Fibre Assets Limited respectively, which facilitate the installation of fibre broadband.

Directors

The directors shown below have held office during the whole of the period from 1 April 2021 to the date of this report.

M J Hammond

Ms A Morjaria

Other changes in directors holding office are as follows:

Ms H M Downie - appointed 8 October 2021

A R J Thakrar - appointed 24 January 2022

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

On behalf of the board:

Ms A Morjaria - Director

29 December 2022

Turnover

-

-

Administrative expenses

(4,331

)

-

Operating loss

(4,331

)

-

Interest income from

group undertakings

1,204,746

135,205

1,200,415

135,205

Gain/loss on revaluation of investments

(841,476

)

(55,917

)

Profit before taxation

358,939

79,288

Tax on profit

(228,079

)

(5,408

)

Profit for the financial year

130,860

73,880

Fixed assets

Investments

5

22,576,440

3,705,580

Current assets

Debtors

6

438,228

79,289

Creditors

Amounts falling due within one year

7

(233,487

)

(5,408

)

Net current assets

204,741

73,881

Total assets less current liabilities

22,781,181

3,779,461

Capital and reserves

Called up share capital

8

22,576,441

3,705,581

Retained earnings

204,740

73,880

Shareholders' funds

22,781,181

3,779,461

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2022.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2022 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.

The financial statements were approved by the Board of Directors and authorised for issue on 29 December 2022 and were signed on its behalf by:

Ms A Morjaria - Director

1.	Statutory information

Foresight Fibre Holdco 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 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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

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 balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

3.	Employees and directors

The average number of employees during the year was NIL (2021 - NIL).

4.	Prior year adjustment

In accordance with IAS 8, a prior period adjustment has been included in the year ended 31 March 2022 financial statements due to a prior period error in the application of IAS 27 - Separate Financial Statements.

The error, whereby unrealised loss on revaluation was overstated, lead to an understatement of investments in subsidiaries and an understatement in profit for the period ended 31 March 2021. The following correction has been applied accordingly:

Debit

Credit

£

£

Investment in subsidiaries

79,288

Retained earnings

79,288

5.	Fixed asset investments

31.3.22

31.3.21

as restated

£

£

Loans to group undertakings

22,576,440

3,705,580

Additional information is as follows:

Shares in

group

undertakings

£

Cost or valuation

Additions

6,009

Revaluations

(6,009

)

At 31 March 2022

-

Net book value

At 31 March 2022

-

Cost or valuation at 31 March 2022 is represented by:

Shares in

group

undertakings

£

Valuation in 2021

(4,402

)

Valuation in 2022

(6,009

)

Cost

10,411

Loans to

group

undertakings

£

At 1 April 2021

3,705,580

New in year

18,870,860

At 31 March 2022

22,576,440

6.

Debtors: amounts falling due within one year

31.3.22

31.3.21

as restated

£

£

Interest receivable from

group undertakings

438,228

79,289

438,228

79,289

7.

Creditors: amounts falling due within one year

31.3.22

31.3.21

as restated

£

£

Amounts owed to group undertakings

5,408

5,408

Taxation and social security

228,079

-

233,487

5,408

8.	Called up share capital

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.3.22

31.3.21

value:

as restated

£

£

22,576,441

Ordinary

1

22,576,441

3,705,581

The 18,870,860 shares in the Company which were issued to Blackmead Infrastructure Limited during the year were issued at £1 per share in the following installments:

Date No. Shares Aggregate Nominal Value

22/04/2021 2,077,876 £ 2,077,876

22/06/2021 3,771,318 £ 3,771,318

08/10/2021 3,400,000 £ 3,400,000

22/11/2021 714,009 £ 714,009

21/12/2021 3,253,657 £ 3,253,657

23/02/2022 1,654,000 £ 1,654,000

10/03/2022 4,000,000 £ 4,000,000