Marsden Holdco Limited - Period Ending 2023-06-30

Marsden Holdco Limited

Contents

Company Information	1
Balance Sheet	2
Notes to the Financial Statements	3 to 10

Marsden Holdco Limited

Company Information

Directors

J Walmsley J D Marsden

Registered office

35A Hazlemere Road Penn High Wycombe Buckinghamshire HP10 8AD

Auditors

Cohen Arnold Chartered Accountants and Registered Auditor New Burlington House 1075 Finchley Road London NW11 0PU

Marsden Holdco Limited

(Registration number: 07343471)
Balance Sheet as at 30 June 2023

	Note	2023 £	2022 £
Fixed assets
Investments	4	682,922	220
Current assets
Debtors	5	1,178,818	2,846,870
Creditors: Amounts falling due within one year	6	(1,150,527)	-
Net current assets		28,291	2,846,870
Total assets less current liabilities		711,213	2,847,090
Creditors: Amounts falling due after more than one year	6	(301,648)	-
Net assets		409,565	2,847,090
Capital and reserves
Called up share capital	7	100	100
Share premium reserve		50	50
Retained earnings		409,415	2,846,940
Shareholders' funds		409,565	2,847,090

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 7 March 2024 and signed on its behalf by:
 

......................................... J D Marsden Director

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

1	General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
35A Hazlemere Road
Penn
High Wycombe
Buckinghamshire
HP10 8AD
England

The principal place of business is:
First Floor
46 Bow Lane
London
EC4M 9DL

These financial statements were authorised for issue by the Board on 7 March 2024.

2	Accounting policies

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Summary of disclosure exemptions

Exemption from consolidation.

Group accounts not prepared

The company has not prepared consolidated accounts as, under s400 of the Companies Act 2006, the company and all it's subsidiaries have been included in the consolidated financial statements of the UK parent entity.

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

Audit report

The Independent Auditor's Report was unqualified. . The name of the Senior Statutory Auditor who signed the audit report on 7 March 2024 was Keith Sussman FCA, who signed for and on behalf of Cohen Arnold.

.........................................

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

3	Staff numbers

The average number of persons employed by the company (including directors) during the year, was 0 (2022 - 0).

4	Investments

	2023 £	2022 £
Investments in subsidiaries	682,922	220

Subsidiaries	£
Cost or valuation
At 1 July 2022	220
Additions	682,702
At 30 June 2023	682,922
Provision
Carrying amount
At 30 June 2023	682,922
At 30 June 2022	220

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking	Registered office	Holding	Proportion of voting rights and shares held
			2023	2022
Subsidiary undertakings
Marsden International Legal Search Ltd	46 Bow Street London EC4M 9DL England & Wales	Ordinary	100%	100%

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

Undertaking	Registered office	Holding	Proportion of voting rights and shares held
Marsden International Ltd	Adelaide Street West Suite 360 Toronto Ontario, Canada M5H 3L5 Canada	Ordinary	100%	100%
Cornhill Bond Pty Ltd	BDO Centre Level 7 420 King William Street Adelaide South Australia 5000 Australia	Ordinary	100%	85%

Subsidiary undertakings

Marsden International Legal Search Ltd The principal activity of Marsden International Legal Search Ltd is legal recruitment.

Cornhill Bond Pty Ltd The principal activity of Cornhill Bond Pty Ltd is acts as an holding company.

5

Debtors

Current	Note	2023 £	2022 £
Amounts owed by related parties	10	1,178,818	2,846,870

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

6

Creditors

Creditors: amounts falling due within one year

	Note	2023 £	2022 £
Due within one year
Loans and borrowings	8	41,870	-
Amounts owed to group undertakings and undertakings in which the company has a participating interest	10	1,104,031	-
Accruals and deferred income		4,626	-
		1,150,527	-

Creditors: amounts falling due after more than one year

	Note	2023 £	2022 £
Due after one year
Loans and borrowings	8	301,648	-

	2023 £	2022 £
Due after more than five years
After more than five years by instalments	110,996	-

	-	-

7	Share capital

Allotted, called up and fully paid shares

	2023		2022
	No.	£	No.	£
Ordinary A share of £1 each	40	40	40	40
Ordinary B share of £1 each	10	10	10	10
Ordinary C share of £1 each	40	40	40	40
Ordinary D share of £1 each	10	10	10	10
	100	100	100	100

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

8	Loans and borrowings

	2023 £	2022 £
Non-current loans and borrowings
Other borrowings	301,648	-

	2023 £	2022 £
Current loans and borrowings
Other borrowings	41,870	-

Other borrowings

Loans from employees of a subsidiary is denominated in Australian Dollars with a nominal interest rate of 5.25%, and the final instalment is due on 21 February 2030. The carrying amount at year end is £343,519 (2022 - £Nil).

The interest-free loans were made by employees of a subsidiary company are are repayable in equal instalments over 7 years from February 2023. The initial loans were both Australian $600,000 with a one-off repayment of $200,000 on each loan made during the year. The remaining $800,000 has been amortised over the 7 years at the effective rate.
 

9

Dividends

		2023		2022
		£		£
Interim dividend of £30,000.00 (2022 - £23,003.23) per ordinary share		3,000,000		2,300,323

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

10	Related party transactions

Summary of transactions with parent

Cornhill Bond Consulting Ltd
 Dividend paid to parent company and loans to parent company for payment of its dividends
 All loans with group companies are interest-free and repayable on demand
 

Summary of transactions with all subsidiaries

Subsidiary companies of the Marsden Holdco group
 Dividends received from subsidiaries and loans to the parent from its subsidiaries for payment of its dividends to the ultimate parent company

 All group loans are interest-free and repayable on demand
 

Income and receivables from related parties

2023	Subsidiary £
Transfers under finance arrangements (including loans and equity contributions)	500,000

2022	Subsidiary £
Transfers under finance arrangements (including loans and equity contributions)	4,116,362

Expenditure with and payables to related parties

2023	Parent £
Transfers under finance arrangements (including loans and equity contributions)	1,148,622

2022	Parent £
Transfers under finance arrangements (including loans and equity contributions)	3,050,198

Marsden Holdco Limited

Notes to the Financial Statements for the Year Ended 30 June 2023

9 Related party transactions (cont)

 

Loans to related parties

2023	Parent £	Subsidiary £	Total £
At start of period	749,875	2,096,994	2,846,869
Advanced	1,148,622	500,000	1,648,622
Repaid	(3,002,529)	(1,418,176)	(4,420,705)
At end of period	(1,104,032)	1,178,818	74,786

2022	Parent £	Subsidiary £	Total £
At start of period	-	570,358	570,358
Advanced	3,050,198	4,262,938	7,313,136
Repaid	(2,300,323)	(2,736,302)	(5,036,625)
At end of period	749,875	2,096,994	2,846,869

11	Parent and ultimate parent undertaking

The company's immediate parent is Cornhill Bond Consulting Limited, incorporated in England & Wales.

 The most senior parent entity producing publicly available financial statements is Cornhill Bond Consulting Limited. These financial statements are available upon request from Companies House. The parent entity's registered office is 1st Floor, 46 Bow Lane, London EC4M 9DL.

 

On 28 February 2023, 77.2% of the parent company's issued share capital was acquired by an employee ownership trust as the Cornhill Bond Employee Ownership Trust ("the Trust") with options to obtain the remaining issued share capital over the next 10 years. Since this date the company has been controlled by Trident Trust Company (U.K.) Limited, acting as trustee for the Trust.