Greenover Limited - Period Ending 2017-08-31

Greenover Limited

Annual Report and Unaudited Financial Statements
Year Ended 31 August 2017

Registration number: 05972665

Greenover Limited

Contents

Company Information	1
Balance Sheet	2 to 3
Notes to the Financial Statements	4 to 11

Greenover Limited

Company Information

Directors

Mr D J Maker Mrs L C Maker

Company secretary

Mrs L C Maker

Registered office

Sigma House Oak View Close Edginswell Park Torquay Devon TQ2 7FF

Accountants

Francis Clark LLP Sigma House Oak View Close Edginswell Park Torquay Devon TQ2 7FF

Page 1

Greenover Limited

Balance Sheet

31 August 2017

	Note	2017 £	2016 £
Fixed assets
Intangible assets	4	714,364	786,307
Tangible assets	5	189,415	231,824
		903,779	1,018,131
Current assets
Stocks		1,141,779	831,208
Debtors	6	569,410	523,454
Cash at bank and in hand		237,951	291,052
		1,949,140	1,645,714
Creditors: Amounts falling due within one year	7	(1,666,364)	(2,394,669)
Net current assets/(liabilities)		282,776	(748,955)
Total assets less current liabilities		1,186,555	269,176
Creditors: Amounts falling due after more than one year	7	(971,537)	(73,411)
Provisions for liabilities		-	(17,000)
Net assets		215,018	178,765
Capital and reserves
Called up share capital		2	2
Profit and loss account		215,016	178,763
Total equity		215,018	178,765

The notes on pages 4 to 11 form an integral part of these financial statements.

Page 2

Greenover Limited

Balance Sheet

31 August 2017

For the financial year ending 31 August 2017 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

•	The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and
•	The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

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

Approved and authorised by the Board on 27 February 2018 and signed on its behalf by:
 

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

Mr D J Maker

Director

Company Registration Number: 05972665

The notes on pages 4 to 11 form an integral part of these financial statements.

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Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

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:
Sigma House
Oak View Close
Edginswell Park
Torquay
Devon
TQ2 7FF
Devon

The principal place of business is:
Unit A3
Westfield Business Park
Paignton
Devon
TQ4 7AU

These financial statements were authorised for issue by the Board on 27 February 2018.

2	Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

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.

Change in basis of accounting

The company's financial statements have been prepared in accordance with FRS102 - the Financial Reporting Standard applicable in the UK and Republic of Ireland. The company has transferred from previously extant UK GAAP to FRS102 as at 1 September 2015. There are no material departures from FRS102.

Page 4

Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

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 rates prevailing on the initial transaction dates.

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

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

All fixed assets are initially recorded at cost.

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class	Depreciation method and rate
Freehold property	2% straight line
Plant and machinery	20%
Fixtures and fittings	20%
Motor vehicles	20%
Office equipment	25% straight line

Goodwill

Positive goodwill is capitalised, classified as an asset on the balance sheet and amortised on a straight line basis over its useful economic life. It is reviewed for impairment at the end of the first full financial year following the acquisition and in other periods if events or changes in circumstances indicate tat the carrying value may not be recoverable.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class	Amortisation method and rate
Trademarks	20% straight line
Goodwill	10% and 20% straight line

Page 5

Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the Profit and Loss Account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Page 6

Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

Financial instruments

Classification
The company holds the following financial instruments:

• Short term trade and other debtors and creditors;
• Bank loans; and
• Cash and bank balances.

All financial instruments are classified as basic.

 Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.

Except for bank loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.


 

3	Staff numbers

The average number of persons employed by the company (including directors) during the year, was 21 (2016 - 17).

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Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

4	Intangible assets

	Goodwill  £	Trademarks  £	Total £
Cost or valuation
At 1 September 2016	791,865	1,406	793,271
Additions acquired separately	7,901	1,620	9,521
At 31 August 2017	799,766	3,026	802,792
Amortisation
At 1 September 2016	6,000	964	6,964
Amortisation charge	80,978	486	81,464
At 31 August 2017	86,978	1,450	88,428
Carrying amount
At 31 August 2017	712,788	1,576	714,364
At 31 August 2016	785,865	442	786,307

5	Tangible assets

	Furniture, fittings and equipment  £	Motor vehicles  £	Other property, plant and equipment  £	Total £
Cost or valuation
At 1 September 2016	56,667	230,824	111,555	399,046
Additions	29,596	92,280	16,647	138,523
Disposals	-	(156,935)	(46,464)	(203,399)
At 31 August 2017	86,263	166,169	81,738	334,170
Depreciation
At 1 September 2016	39,203	86,749	41,270	167,222
Charge for the year	9,577	23,372	15,912	48,861
Eliminated on disposal	-	(49,000)	(22,328)	(71,328)
At 31 August 2017	48,780	61,121	34,854	144,755
Carrying amount
At 31 August 2017	37,483	105,048	46,884	189,415
At 31 August 2016	17,464	144,075	70,285	231,824

Page 8

Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

6

Debtors

	2017  £	2016  £
Trade debtors	487,652	412,349
Other debtors	40,523	64,398
Prepayments	41,235	46,707
	569,410	523,454

7

Creditors

	Note	2017  £	2016  £
Due within one year
Loans and borrowings	8	37,108	33,877
Trade creditors		1,221,993	1,199,208
Social security and other taxes		18,257	46,080
Outstanding defined contribution pension costs		933	-
Other creditors		248,605	1,052,318
Accrued expenses		139,468	63,186
		1,666,364	2,394,669
Due after one year
Loans and borrowings	8	971,537	73,411

8	Loans and borrowings

	2017 £	2016 £
Non-current loans and borrowings
Finance lease liabilities	54,892	73,411
Other borrowings	916,645	-
	971,537	73,411

Page 9

Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

	2017 £	2016 £
Current loans and borrowings
Finance lease liabilities	23,108	33,877
Other borrowings	14,000	-
	37,108	33,877

Other borrowings

Finance lease and hire purchase liabilities are secured on the individual assets acquired by those agreements.

9	Share capital

Allotted, called up and fully paid shares

	2017		2016
	No.	£	No.	£
Ordinary shares of £1 each	2	2	2	2

10	Financial commitments, guarantees and contingencies

The total amount of financial commitments not included in the balance sheet is £52,708 (2016 - £100,208). This total commitment represents the amount payable to the end of lease agreements in respect of property that the company operates from.

11	Contingent assets

In the event of any further payments being made under the contract referred to below, the effect will be to increase the value of the Intangible Assets disclosed on the Balance Sheet.

Page 10

Greenover Limited

Notes to the Financial Statements

Year Ended 31 August 2017

12	Contingent liabilities

During the previous year the company signed a contract for the acquisition of brands and stock at a market value of £3.25m.
The directors are of the opinion that the vendors have not fulfilled their contractual obligations and the company incurred significant increased ongoing costs as a result.
The company and the vendors agreed that such costs should be offset against the balance due on the purchase price.
The assets purchased have been included in the financial statements at the value of acquisition payments made or incurred.
The maximum amount remaining payable under the terms of the contract, without taking account of a deduction for additional operational costs incurred was £2.479m at 31 August 2017 and 2016. In the event of the company making any further payments for the purchase, the value will have an equal and opposite effect increasing Intangible Assets.

13	Related party transactions

Key management personnel

Mr D J Maker (Director)

Summary of transactions with key management

The director made an interest free loan to the company of £572,474. The loan is provided for a maximum of ten years and is repayable more than twelve months after notice to cancel has been received by the company. No such notice had been received by the company at the balance sheet date. At the balance sheet date, £572,474 remains due to the director in respect of this loan.
 

Summary of transactions with other related parties

Striday Limited
 (A company in which the director Mr D J Maker has an interest)
 The company has advanced funds to Striday Limited free of interest, which are repayable on demand. At the balance sheet date the amount due from Striday Limited was £33,962 (2016: £32,066)
 

14	Transition to FRS 102

The company transitioned to FRS102 from previously extant UK GAAP as at 1 September 2015.

There were no changes to the previously stated equity as at 1 September 2015 and 31 August 2016 or in the profit for the year ended 31 August 2016 as a result of the transition to FRS102.

Page 11