Threadmet Properties Limited - Limited company accounts 18.2
Threadmet Properties Limited - Limited company accounts 18.2
REGISTERED NUMBER: 05961862 (England and Wales) |
Report of the Directors and |
Consolidated Financial Statements |
for the Year Ended 31 March 2018 |
for |
THREADMET PROPERTIES LIMITED |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Contents of the Consolidated Financial Statements |
for the year ended 31 March 2018 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 3 |
Consolidated Profit and Loss Account | 5 |
Consolidated Balance Sheet | 6 |
Company Balance Sheet | 7 |
Consolidated Statement of Changes in Equity | 8 |
Company Statement of Changes in Equity | 9 |
Notes to the Consolidated Financial Statements | 10 |
THREADMET PROPERTIES LIMITED |
Company Information |
for the year ended 31 March 2018 |
Directors: |
Registered office: |
Registered number: |
Auditors: |
Northern Assurance Buildings |
9-21 Princess Street |
Manchester |
M2 4DN |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Report of the Directors |
for the year ended 31 March 2018 |
The directors present their report with the financial statements of the company and the group for the year ended |
31 March 2018. |
Principal activity |
The principal activity of the company in the year under review was that of an investment company. The subsidiary |
company's principal activity is the buying and selling of real estate. |
Directors |
The directors shown below have held office during the whole of the period from 1 April 2017 to the date of this report. |
Statement of directors' responsibilities |
The directors are responsible for preparing the Report of the Directors 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the |
directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
The directors are 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 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 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 directors are 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 each director 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, Haines Watts Manchester Limited, Statutory Auditor, will be proposed for re-appointment at the |
forthcoming Annual General Meeting. |
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: |
Report of the Independent Auditors to the Members of |
Threadmet Properties Limited |
Opinion |
We have audited the financial statements of Threadmet Properties Limited (the 'parent company') and its subsidiaries |
(the 'group') for the year ended 31 March 2018 which comprise the Consolidated Profit and Loss Account, Consolidated |
Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of |
Changes in Equity and 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 31 March 2018 and of the group's profit for the year 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 |
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to |
you where: |
- | the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or |
- | the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the group's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Report of |
the Directors, but does not include the financial statements and our Report of the Auditors 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 there is a material misstatement in the financial |
statements or a material misstatement of the other information. 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. |
Opinion 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has 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 Report of the Directors. |
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 directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit; or |
- | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report or in preparing the Report of the Directors. |
Report of the Independent Auditors to the Members of |
Threadmet Properties Limited |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the group or the parent company or to cease |
operations, or have 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 a Report of the Auditors 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. |
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 Report of the Auditors. |
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 a Report of the Auditors 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. |
for and on behalf of |
Northern Assurance Buildings |
9-21 Princess Street |
Manchester |
M2 4DN |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Consolidated Profit and Loss Account |
for the year ended 31 March 2018 |
2018 | 2017 |
Notes | £ | £ |
Turnover | 1,991,552 | 752,830 |
Cost of sales | (1,990,880 | ) | (1,648,799 | ) |
Gross profit/(loss) | 672 | (895,969 | ) |
Administrative expenses | 413,380 | (1,334,398 | ) |
414,052 | (2,230,367 | ) |
Other operating income | 7,042 | 27,483 |
Operating profit/(loss) | 4 | 421,094 | (2,202,884 | ) |
Interest receivable and similar income | 2,851 | 117,239 |
423,945 | (2,085,645 | ) |
Interest payable and similar expenses | 2,451,373 | (991,160 | ) |
Profit/(loss) before taxation | 2,875,318 | (3,076,805 | ) |
Tax on profit/(loss) | 6 | - | - |
Profit/(loss) for the financial year | ( |
) |
Profit/(loss) attributable to: |
Owners of the parent | 2,875,318 | (3,076,805 | ) |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Consolidated Balance Sheet |
31 March 2018 |
2018 | 2017 |
Notes | £ | £ | £ | £ |
Fixed assets |
Intangible assets | 8 | 54,485 | 94,215 |
Investments | 9 | - | - |
54,485 | 94,215 |
Current assets |
Stocks | 2,648,902 | 4,705,384 |
Debtors | 10 | 334,028 | 1,038,942 |
Cash at bank | 352,054 | 150,724 |
3,334,984 | 5,895,050 |
Creditors |
Amounts falling due within one year | 11 | 4,960,280 | 8,036,905 |
Net current liabilities | (1,625,296 | ) | (2,141,855 | ) |
Total assets less current liabilities | (1,570,811 | ) | (2,047,640 | ) |
Creditors |
Amounts falling due after more than one year |
12 |
3,840,290 |
6,238,779 |
Net liabilities | (5,411,101 | ) | (8,286,419 | ) |
Capital and reserves |
Called up share capital | 13 | 2 | 2 |
Retained earnings | (5,411,103 | ) | (8,286,421 | ) |
Shareholders' funds | (5,411,101 | ) | (8,286,419 | ) |
The financial statements have been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 |
relating to small companies. |
The financial statements were approved by the Board of Directors on 20 December 2018 and were signed on its behalf |
by: |
G Richardson - Director |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Company Balance Sheet |
31 March 2018 |
2018 | 2017 |
Notes | £ | £ | £ | £ |
Fixed assets |
Intangible assets | 8 |
Investments | 9 |
Current assets |
Debtors | 10 |
Cash at bank |
Creditors |
Amounts falling due within one year | 11 |
Net current assets |
Total assets less current liabilities |
Creditors |
Amounts falling due after more than one year |
12 |
Net liabilities | ( |
) | ( |
) |
Capital and reserves |
Called up share capital | 13 |
Retained earnings | ( |
) | ( |
) |
Shareholders' funds | ( |
) | ( |
) |
Company's loss for the financial year | (1,464,547 | ) | (906,636 | ) |
The financial statements were approved by the Board of Directors on by: |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Consolidated Statement of Changes in Equity |
for the year ended 31 March 2018 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 April 2016 | 2 | (5,209,616 | ) | (5,209,614 | ) |
Changes in equity |
Total comprehensive income | - | (3,076,805 | ) | (3,076,805 | ) |
Balance at 31 March 2017 | 2 | (8,286,421 | ) | (8,286,419 | ) |
Changes in equity |
Total comprehensive income | - | 2,875,318 | 2,875,318 |
Balance at 31 March 2018 | 2 | (5,411,103 | ) | (5,411,101 | ) |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Company Statement of Changes in Equity |
for the year ended 31 March 2018 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 April 2016 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 March 2017 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 March 2018 | ( |
) | ( |
) |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Notes to the Consolidated Financial Statements |
for the year ended 31 March 2018 |
1. | Statutory information |
Threadmet Properties Limited is a |
company's registered number and registered office address can be found on the General Information page. |
2. | Statement of compliance |
The financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of |
Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of |
Ireland" and Companies Act 2006.. |
3. | Accounting policies |
Basis of preparing the financial statements |
The group made a profit for the year ended 31 March 2018 but had net liabilities at that date. |
The subsidiary company made a profit for the year and had net liabilities at 31 March 2018. That company's |
cash flow projections reveal that it will continue to make profitable property disposals in the next 12 months. |
These will enable the group to repay all third party creditors. Any remaining distributable profits will be available |
to repay related party creditors. |
On the basis of the above, the directors are confident that the group and company will have adequate resources |
to continue in operational existence for the foreseeable future. For this reason they continue to adopt the going |
concern basis in preparing the financial statements. Therefore, these financial statements do not include any |
adjustments that would result if the going concern basis is inappropriate. |
Basis of consolidation |
The group financial statements consolidate the financial statements of the company and its subsidiary |
undertakings drawn up to 31 March 2018. |
Subsidiary undertakings are included using the acquisitions method of accounting. Under this method the group |
profit and loss account includes the results of subsidiaries from the date of acquisition and to the date of sale |
outside the group in the case of disposals of subsidiaries. The purchase consideration has been allocated to the |
assets and liabilities on the basis of fair value at the date of acquisition. |
Critical accounting judgements and key sources of estimation uncertainty |
The group purchases, leases and sells properties and is subject to the sensitivity of the property market. As a |
result it is necessary to consider the recoverability of the cost of stock and the associated provisioning required. |
When calculating the stock provision, management considers the nature and condition of the properties, as well |
as applying assumptions around anticipated saleability of finished goods. |
Turnover |
Turnover represents rents receivable, net of value added tax, and the consideration received or receivable on |
the sale of properties. Rental income is accounted for in the period to which it relates. Sales of properties are |
accounted for on legal completion. |
Goodwill |
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. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and |
slow moving items. |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2018 |
3. | Accounting policies - continued |
Financial instruments |
The company and group have 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 debtors and cash and bank balances, 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. |
There are no assets which are initially measured at fair value. |
(ii) Financial liabilities |
Basic financial liabilities, including trade and other creditors, bank loans, loans from fellow group companies that |
are classified as debt, 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. |
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 payment is due within one year |
or less. If not, they are presented as non-current liabilities. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Profit and Loss |
Account, 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. |
Fixed asset investments |
Fixed asset investments are stated at historical cost less provision for any diminution in value. |
Debtors and creditors receivable/payable within one year |
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at |
transaction price. Any losses arising from impairment are recognised in the profit and loss account in |
administrative expenses. |
Loans and borrowings |
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, |
they are measured at amortised cost using the effective interest rate method, less impairment. If an arrangement |
constitutes a finance transaction it is measured at present value. |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2018 |
4. | Operating profit/(loss) |
The operating profit (2017 - operating loss) is stated after charging: |
2018 | 2017 |
£ | £ |
Goodwill amortisation |
5. | Exceptional items |
2018 | 2017 |
£ | £ |
Waiver of interest payable | 3,152,949 | - |
Release of consultancy accrual | 900,000 | - |
6. | Taxation |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 March 2018 nor for the year ended 31 March 2017. |
7. | Individual income statement |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not |
presented as part of these financial statements. |
8. | Intangible fixed assets |
Group |
Goodwill |
£ |
Cost |
At 1 April 2017 |
and 31 March 2018 |
Amortisation |
At 1 April 2017 |
Charge for year |
At 31 March 2018 |
Net book value |
At 31 March 2018 |
At 31 March 2017 |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2018 |
9. | Fixed asset investments |
Company |
Shares in |
group |
undertakings |
£ |
Cost |
At 1 April 2017 |
and 31 March 2018 |
Net book value |
At 31 March 2018 |
At 31 March 2017 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the |
following: |
Subsidiary |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
10. | Debtors |
Group | Company |
2018 | 2017 | 2018 | 2017 |
£ | £ | £ | £ |
Amounts falling due within one year: |
Trade debtors | 40,192 | 602,110 |
Other debtors | 293,836 | 436,832 |
334,028 | 1,038,942 |
Amounts falling due after more than one |
year: |
Amounts owed by participating interests | - | - | 3,129,272 | 4,631,230 |
Aggregate amounts | 334,028 | 1,038,942 |
11. | Creditors: amounts falling due within one year |
Group | Company |
2018 | 2017 | 2018 | 2017 |
£ | £ | £ | £ |
Bank loans and overdrafts | - | 410,000 |
Trade creditors | 2,102,952 | 2,703,319 | ( |
) |
Other creditors | 2,810,770 | 3,829,296 |
Accruals and deferred income | 46,558 | 1,094,290 |
4,960,280 | 8,036,905 |
THREADMET PROPERTIES LIMITED (REGISTERED NUMBER: 05961862) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2018 |
11. | Creditors: amounts falling due within one year - continued |
Creditors: amounts falling due within one year includes the following liabilities, on which security has been given |
by the group/company: |
Group |
2018 | 2017 |
£ | £ |
Bank loans and overdrafts | - | 3,384,490 |
Other creditors | 1,385,060 | 2,000,000 |
Accruals | 2,208,119 | 1,414,969 |
3,593,179 | 6,799,459 |
Company |
2018 | 2017 |
£ | £ |
Other creditors | 1,385,060 | 2,000,000 |
Accruals | 2,208,119 | 1,414,969 |
3,593,179 | 3,414,969 |
Other creditors and accruals are secured by a fixed and floating charge over all the assets of the company. |
12. | Creditors: amounts falling due after more than one year |
Group | Company |
2018 | 2017 | 2018 | 2017 |
£ | £ | £ | £ |
Other creditors | 3,840,290 | 6,238,779 |
13. | Called up share capital |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2018 | 2017 |
value: | £ | £ |
Ordinary | £1 | 2 | 2 |
14. | Related party disclosures |
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. |