The Golfers Club U.K. Limited - Period Ending 2017-12-31

Registration number: 03477099

The Golfers Club U.K. Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 31 December 2017

The Moffatts Partnership LLP
Progress House
396 Wilmslow Road
Withington
Manchester
M20 3BN

The Golfers Club U.K. Limited

Contents

Company Information	1
Directors' Report	2
Statement of Directors' Responsibilities	3
Accountants' Report	4
Profit and Loss Account	5
Statement of Comprehensive Income	6
Balance Sheet	7
Statement of Changes in Equity	8
Notes to the Financial Statements	9 to 16

The Golfers Club U.K. Limited

Company Information

Directors

Mr. John Robert Woosey Mr. Colin Whitehead

Company secretary

Mrs Kathryn E Woosey

Registered office

The Royals Altrincham Road Manchester M22 4BJ

Accountants

The Moffatts Partnership LLP Progress House 396 Wilmslow Road Withington Manchester M20 3BN

Page 1

The Golfers Club U.K. Limited

Directors' Report for the Year Ended 31 December 2017

The directors present their report and the financial statements for the year ended 31 December 2017.

Directors of the company

The directors who held office during the year were as follows:

Mr. John Robert Woosey

Mr. Colin Whitehead

Principal activity

The principal activity of the company is golfing promotions

Small companies provision statement

This report has 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.

Approved by the Board on 29 March 2018 and signed on its behalf by:

......................................... Mr. John Robert Woosey Director

......................................... Mr. Colin Whitehead Director

Page 2

The Golfers Club U.K. Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

•	select suitable accounting policies and 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 directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 3

Chartered Accountants' Report to the Board of Directors on the Preparation of the Unaudited Statutory Accounts of
The Golfers Club U.K. Limited
for the Year Ended 31 December 2017

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the accounts of The Golfers Club U.K. Limited for the year ended 31 December 2017 as set out on pages 5 to 16 from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at
http://www.icaew.com/en/members/regulations-standards-and-guidance/.

This report is made solely to the Board of Directors of The Golfers Club U.K. Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the accounts of The Golfers Club U.K. Limited and state those matters that we have agreed to state to the Board of Directors of The Golfers Club U.K. Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than The Golfers Club U.K. Limited and its Board of Directors as a body for our work or for this report.

It is your duty to ensure that The Golfers Club U.K. Limited has kept adequate accounting records and to prepare statutory accounts that give a true and fair view of the assets, liabilities, financial position and profit of The Golfers Club U.K. Limited. You consider that The Golfers Club U.K. Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the accounts of The Golfers Club U.K. Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory accounts.

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

The Moffatts Partnership LLP
Progress House
396 Wilmslow Road
Withington
Manchester
M20 3BN

29 March 2018

Page 4

The Golfers Club U.K. Limited

Profit and Loss Account for the Year Ended 31 December 2017

	Note	2017 £	2016 £
Turnover		924,366	971,574
Cost of sales		(294,284)	(395,513)
Gross profit		630,082	576,061
Administrative expenses		(583,037)	(585,176)
Operating profit/(loss)		47,045	(9,115)
Other interest receivable and similar income		101	772
Interest payable and similar expenses		(97)	-
		4	772
Profit/(loss) before tax	4	47,049	(8,343)
Taxation		(20,991)	(188)
Profit/(loss) for the financial year		26,058	(8,531)

The above results were derived from continuing operations.

The company has no recognised gains or losses for the year other than the results above.

The notes on pages 9 to 16 form an integral part of these financial statements.

Page 5

The Golfers Club U.K. Limited

Statement of Comprehensive Income for the Year Ended 31 December 2017

	2017 £	2016 £
Profit/(loss) for the year	26,058	(8,531)
Total comprehensive income for the year	26,058	(8,531)

The notes on pages 9 to 16 form an integral part of these financial statements.

Page 6

The Golfers Club U.K. Limited

(Registration number: 03477099)
Balance Sheet as at 31 December 2017

	Note	2017 £	2016 £
Fixed assets
Tangible assets	5	293,760	130,551
Current assets
Debtors	6	214,691	158,393
Cash at bank and in hand		79,065	261,253
		293,756	419,646
Creditors: Amounts falling due within one year	7	(317,478)	(327,208)
Net current (liabilities)/assets		(23,722)	92,438
Total assets less current liabilities		270,038	222,989
Provisions for liabilities		(47,101)	(26,110)
Net assets		222,937	196,879
Capital and reserves
Called up share capital	8	200	200
Profit and loss account		222,737	196,679
Total equity		222,937	196,879

For the financial year ending 31 December 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 prepared 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 29 March 2018 and signed on its behalf by:
 

......................................... Mr. John Robert Woosey Director

......................................... Mr. Colin Whitehead Director

The notes on pages 9 to 16 form an integral part of these financial statements.

Page 7

The Golfers Club U.K. Limited

Statement of Changes in Equity for the Year Ended 31 December 2017

	Share capital £	Profit and loss account £	Total £
At 1 January 2017	200	196,679	196,879
Profit for the year	-	26,058	26,058
Total comprehensive income	-	26,058	26,058
At 31 December 2017	200	222,737	222,937

	Share capital £	Profit and loss account £	Total £
At 1 January 2016	200	683,143	683,343
Loss for the year	-	(8,531)	(8,531)
Total comprehensive income	-	(8,531)	(8,531)
Dividends	-	(477,933)	(477,933)
At 31 December 2016	200	196,679	196,879

The notes on pages 9 to 16 form an integral part of these financial statements.

Page 8

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 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:
The Royals
Altrincham Road
Manchester
M22 4BJ

These financial statements were authorised for issue by the Board on 29 March 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.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

Tax

The tax expense for the period comprises deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

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

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Page 9

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

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

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
Office Equipment	20% Straightline Basis
Fixtures and Fittings	20% Straightline Basis

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors 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 the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

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.

Page 10

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

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.

Financial instruments

Classification
The company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.
 Recognition and measurement
Basic financial assets, including trade and other receivables, cash and bank balances and investments in commercial paper, 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.
 Impairment
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 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 profit or loss.
 

3	Staff numbers

The average number of persons employed by the company (including directors) during the year, was 6 (2016 - 7).

4	Profit/loss before tax

Arrived at after charging/(crediting)

	2017 £	2016 £
Depreciation expense	92,718	41,530

Page 11

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

5	Tangible assets

	Furniture, fittings and equipment  £	Total £
Cost or valuation
At 1 January 2017	278,994	278,994
Additions	255,927	255,927
At 31 December 2017	534,921	534,921
Depreciation
At 1 January 2017	148,443	148,443
Charge for the year	92,718	92,718
At 31 December 2017	241,161	241,161
Carrying amount
At 31 December 2017	293,760	293,760
At 31 December 2016	130,551	130,551

6

Debtors

	Note	2017 £	2016 £
Trade debtors		24,255	6,504
Amounts owed by group undertakings and undertakings in which the company has a participating interest	12	109,565	109,565
Prepayments		42,427	42,324
Other debtors		38,444	-
		214,691	158,393

Page 12

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

7

Creditors

Creditors: amounts falling due within one year

	Note	2017 £	2016 £
Due within one year
Trade creditors		48,852	29,182
Amounts owed to group undertakings and undertakings in which the company has a participating interest	12	81,225	81,331
Taxation and social security		4,964	16,325
Accruals and deferred income		173,391	189,637
Other creditors		9,046	10,733
		317,478	327,208

The company has a fixed and floating charge placed over the assets of the business in relation to bank overdraft facilities obtained due to being an subsidiary of Ripe Thinking Limited.

8	Share capital

Allotted, called up and fully paid shares

	2017		2016
	No.	£	No.	£
Ordinary shares of £1 each	200	200	200	200

9	Obligations under leases and hire purchase contracts

Operating leases

The total of future minimum lease payments is as follows:

	2017 £	2016 £
Not later than one year	19,694	18,118
Later than one year and not later than five years	10,962	25,990
	30,656	44,108

The amount of non-cancellable operating lease payments recognised as an expense during the year was £21,525 (2016 - £15,229).

Page 13

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

10	Share-based payments

Ripe Thinking Limited Share Option Scheme

Scheme details and movements

During the year, a new company share option scheme was established, this is an equity settled scheme, which is available to eligible employees of the parent company, Ripe Thinking Limited, and its subsidiaries. The options can only be exercised in whole or in part on the occurance of a takeover or liquidation of the parent company and will lapse after 10 years from the grant date if the options have not been excercised or lapsed beforehand.

As the options only vest on an exit event, such as a liquidation or takeover, and at the current date this is not deemed probable, there has been no expense recognised in the accounts.

The entity is part of a group share-based payment scheme and it recognises and measures its share-based payment expense on the basis of a reasonable allocation of the expense recognised for the group.

The movements in the number of share options during the year were as follows:

	2017 Number
Granted during the period	116
Outstanding, end of period	116

The movements in the weighted average exercise price of share options during the year were as follows:

	2017 £
Granted during the period	560.00

11

Dividends

		2017		2016
		£		£
Interim dividend of £Nil (2016 - £2,389.66) per ordinary share		-		477,933

Page 14

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

12	Related party transactions

Summary of transactions with parent

Ripe Thinking Two Limited, the immediate parent and Ripe Thinking Limited, the ultimate parent.
 
During the year, there were inter company loan transactions.
 

Summary of transactions with other related parties

During the year, there were inter-company loan, sales and purchase transactions with other 100% Subsidiares of Ripe Thinking Two Limited.
 

Income and receivables from related parties

2017	Other related parties £
Receipt of services	46,508
Amounts receivable from related party	24,255

2016	Other related parties £
Receipt of services	-
Amounts receivable from related party	-

Expenditure with and payables to related parties

2017	Other related parties £
Rendering of services	169,846

2016	Other related parties £
Rendering of services	202,707

Loans to related parties

2017	Parent £	Other related parties £
At start of period	84,360	25,205

Page 15

The Golfers Club U.K. Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

2016	Parent £	Other related parties £
At start of period	62,293	25,205
Advanced	500,000	-
Repaid	(477,933)	-
At end of period	84,360	25,205

Loans from related parties

2017	Other related parties £
At start of period	81,331
Repaid	(105)
At end of period	81,226

2016	Other related parties £
At start of period	81,686
Repaid	(355)
At end of period	81,331

13	Parent and ultimate parent undertaking

The company's immediate parent is Ripe Thinking Two Limited (Company No. 06527960), incorporated in England and Wales.

 The ultimate parent is Ripe Thinking Limited (Company No. 09651089), incorporated in England and Wales.

 The most senior parent entity producing publicly available financial statements is Ripe Thinking Limited (Company No. 09651089). These financial statements are available upon request from Companies House

 The ultimate controlling party is Ripe Thinking Limited (Company No. 09651089).

The parent of the largest group in which these financial statements are consolidated is Ripe Thinking Limited (Company No. 09651089), incorporated in England and Wales.

The address of Ripe Thinking Limited (Company No. 09651089) is:
The Royals
Altrincham Road
Manchester
M22 4BJ

The parent of the smallest group in which these financial statements are consolidated is Ripe Thinking Two Limited (Company No. 06527960), incorporated in England and Wales.

The address of Ripe Thinking Two Limited (Company No. 06527960) is:
The Royals
Altrincham Road
Manchester
M22 4BJ

Page 16