AFAB Holdings Limited Filleted accounts for Companies House (small and micro)

AFAB HOLDINGS LIMITED - Company Information

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COMPANY REGISTRATION NUMBER: SC173934

AFAB Holdings Limited

Filleted Unaudited Financial Statements

31 August 2018

AFAB Holdings Limited

Statement of Financial Position

31 August 2018

	2018	2017
Note	£	£

Fixed assets

Tangible assets	6	2,552,414	2,552,414
Investments	7	501	501
		------------	------------
		2,552,915	2,552,915

Current assets

Debtors	8	–	220,969
Cash at bank and in hand		288	349
		----	---------
		288	221,318

Creditors: amounts falling due within one year	9	1,193,972	1,467,997
		------------	------------
Net current liabilities		1,193,684	1,246,679
		------------	------------
Total assets less current liabilities		1,359,231	1,306,236

Creditors: amounts falling due after more than one year	10	201,807	236,703

Provisions

Deferred taxation	87,411	87,085
	------------	------------
Net assets	1,070,013	982,448
	------------	------------

AFAB Holdings Limited

Statement of Financial Position (continued)

31 August 2018

	2018	2017
Note	£	£

Capital and reserves

Called up share capital	12	501	501
Profit and loss account		1,069,512	981,947
		------------	---------
Shareholders funds		1,070,013	982,448
		------------	---------

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

In accordance with section 444 of the Companies Act 2006, the statement of income and retained earnings has not been delivered.

For the year ending 31 August 2018 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 financial statements for the year in question in accordance with section 476 ;

- The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of financial statements .

These financial statements were approved by the board of directors and authorised for issue on 21 May 2019 , and are signed on behalf of the board by:

J M Mitchell

Director

Company registration number: SC173934

AFAB Holdings Limited

Notes to the Financial Statements

Year ended 31 August 2018

1. GENERAL INFORMATION

The company is a private company limited by shares, registered in Scotland. The address of the registered office is Links Place, Aberdeen, AB11 5DY.

2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. ACCOUNTING POLICIES

Basis of preparation

The financial statements have been prepared on the historical cost basis .

The financial statements are prepared in sterling, which is the functional currency of the entity.

Going concern

The Directors confirm that after making appropriate enquiries, they have reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing these Financial Statements.

Consolidation

The entity has taken advantage of the option not to prepare consolidated financial statements contained in Section 398 of the Companies Act 2006 on the basis that the entity and its subsidiary undertakings comprise a small group.

Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods supplied and services rendered, stated net of discounts and of Value Added Tax.

Corporation tax

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that 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 that are expected to apply to the reversal of the timing difference.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Intellectual property	-	5% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

	Plant & Machinery	-	25% straight line

Investment property

Investment property is initially recorded at cost, which includes purchase price and any directly attributable expenditure. Investment property is revalued to its fair value at each reporting date and any changes in fair value are recognised in profit or loss. If a reliable measure of fair value is no longer available without undue cost or effort for an item of investment property, it shall be transferred to tangible assets and treated as such until it is expected that fair value will be reliably measurable on an on-going basis.

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.

Provisions for liabilities

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.

Financial instruments

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

4. TAX ON PROFIT/(LOSS)

Major components of tax expense/(income)

		Period from
	Year to	1 Mar 16 to
	31 Aug 18	31 Aug 17
	£	£

Deferred tax:

Origination and reversal of timing differences	327	( 14,639)
	----	--------
Tax on profit/(loss)	327	( 14,639)
	----	--------

5. INTANGIBLE ASSETS

	Goodwill
	£
Cost
At 1 September 2017 and 31 August 2018	150,000
	---------
Amortisation
At 1 September 2017 and 31 August 2018	150,000
	---------
Carrying amount
At 31 August 2018	–
	---------
At 31 August 2017	–
	---------

6. TANGIBLE ASSETS

	Investment property	Plant and machinery	Total
	£	£	£
Cost or valuation
At 1 September 2017 and 31 August 2018	2,552,414	88,619	2,641,033
	------------	--------	------------
Depreciation
At 1 September 2017 and 31 August 2018	–	88,619	88,619
	------------	--------	------------
Carrying amount
At 31 August 2018	2,552,414	–	2,552,414
	------------	--------	------------
At 31 August 2017	2,552,414	–	2,552,414
	------------	--------	------------

The company's investment property comprises of industrial premises developed by the company on land at Links Place, Aberdeen. The vast majority of the available space in the company's property at Links Place, Aberdeen, is leased by the subsidiary company for use as the main business premises. On 30 July 2009, J&E Shepherd Chartered Surveyors assessed the market value (with vacant possession) of the property to be £2,515,000. The Directors consider that this external valuation, which is not materially different from the original cost of construction, is unlikely to have changed in any material amount in the period since July 2009.

7. INVESTMENTS

	Shares in group undertakings
	£
Cost
At 1 September 2017 and 31 August 2018	501
	----
Impairment
At 1 September 2017 and 31 August 2018	–
	----

Carrying amount
At 31 August 2018	501
	----
At 31 August 2017	501
	----

8. DEBTORS

	2018	2017
	£	£
Other debtors	–	220,969
	----	---------

9. CREDITORS: amounts falling due within one year

	2018	2017
	£	£
Bank loans and overdrafts	34,895	33,771
Amounts owed to group undertakings and undertakings in which the company has a participating interest	503,919	779,068
Other creditors	655,158	655,158
	------------	------------
	1,193,972	1,467,997
	------------	------------

10. CREDITORS: amounts falling due after more than one year

	2018	2017
	£	£
Bank loans and overdrafts	201,807	236,703
	---------	---------

The bank borrowing is secured by a bond and floating charge over the assets of the companies within the group together with a standard security over property owned by the company.

Included within creditors: amounts falling due after more than one year is an amount of £51,046 (2017: £90,494) in respect of liabilities payable or repayable by instalments which fall due for payment after more than five years from the reporting date.

11. DEFERRED TAX

The deferred tax included in the statement of financial position is as follows:

	2018	2017
	£	£
Included in provisions	87,411	87,085
	--------	--------

The deferred tax account consists of the tax effect of timing differences in respect of:

	2018	2017
	£	£
Accelerated capital allowances	87,411	87,085
	--------	--------

12. CALLED UP SHARE CAPITAL

Issued, called up and fully paid

	2018		2017
	No.	£	No.	£
Ordinary shares of £ 1 each	500	500.00	500	500.00
'A' Ordinary shares of £ 1 each	1	1.00	1	1.00
	----	--------	----	--------
	501	501.00	501	501.00
	----	--------	----	--------

The 'A' ordinary shares have no voting rights, no fixed right to dividends, rank behind the ordinary shares with respect to capital, and are redeemable at par at any time provided the company obtains at least six months notice in writing.

13. RELATED PARTY TRANSACTIONS

The managing director and the majority shareholder of the company, and the ultimate controlling party, is JM Mitchell, who is also the managing director of the subsidiary company. At the year end, there was a balance of £503,917 due to the subsidiary company (2017 - £779,068) and this is disclosed as Amounts due to group undertakings under Creditors:amounts falling due within one year. There is no interest being charged on this amount and there are no terms of repayment. Previously, the company advanced cash funds to an entity which was under the control of 'unapproved retirement benefit' schemes of which John Mitchell and Marlene Mitchell are the principal beneficiaries. The balance due to the company of £220,969 has been fully provided for in these accounts on the basis that the directors consider it is now unlikely to be recovered. During the year, certain directors of the company received dividends from the company totalling £nil (2017 - £18,000).