Clayton Finance Limited - Accounts

Clayton Finance Limited

Company number 01392635

Report and Financial Statements

For The Year Ended 31 December 2018

API Partnership Limited t/a Chandler & Georges

Chartered Accountants

75 Westow Hill

London

SE19 1TX

Clayton Finance Limited
Report and accounts
Contents
Page
Company information			1
Director's report			2
Statement of director's responsibilities			3
Strategic report			4
Independent auditors' report			5-6
Income statement			7
Statement of financial position			8
Statement of changes in equity			9
Statement of cash flows			10
Notes to the financial statements			11-18

Clayton Finance Limited

Company Information

Director

Mr S Datwani

Secretary

Mr S Datwani

Auditors

API Partnership Limited t/a Chandler & Georges

75 Westow Hill

Crystal Palace

London

SE19 1TX

Bankers

NatWest Bank Plc

315 Station Road

Harrow

HA1 2AD

Syndicate Bank

2A Eastcheap

London

EC3M 1LH

Registered office

75 Westow Hill

Crystal Palace

London

SE19 1TX

Registered number

01392635

Clayton Finance Limited							01392635
Registered number:
Director's Report
The director presents his report and financial statements for the year ended 31 December 2018.
Principal place of business
Clayton Finance Limited is a company incorporated and domiciled in England and has its registered office at 75 Westow Hill, London, SE19 1TX and principal place of business at Landmark, 3-4 Devonshire Street, London, W1W 5DT.
Results and appropriations
The results and the state of affairs of the company for the year are set out in the financial statements on pages 6 to 18. During the year company paid dividend of £60,000. The retained profit for the financial year of £187,898 will therefore be taken to reserves.
Directors
The following persons served as directors during the year:
	Mr S Datwani
Post balance sheet events
There are no matters to report as post balance sheet events.
Strategic Report
The company has chosen in accordance with s.414C(11) Companies Act 2006 to set out in the company's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of future developments, research & development and financial instruments.
Statement of disclosure of information to auditors

The director confirms that:
●	so far as he is aware, there is no relevant audit information of which the company's auditor is unaware; and
●	he 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 company's auditor is aware of that information.

Auditors

API Partnership Limited t/a Chandler & Georges will be deemed to continue in office under s487(2) of the Companies Act 2006.

This report was approved by the board on 27 September 2019 and signed on its behalf.

Mr S Datwani

Director

Clayton Finance Limited
Statement of Director's Responsibilities
The directors are responsible for preparing the report and financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (Financial Reporting Standard 102 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 director is required to:
●	select suitable accounting policies and then apply them consistently;
●	make judgements and estimates that are reasonable and prudent;
●	state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
●	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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.

Clayton Finance Limited
Strategic Report
Business review
	The profit for the financial year, after taxation, amounted to £247,898 (2017 : profit of £211,924).
	Whilst turnover was stable compared to the previous year, an improved operating profit position was achieved due to favourable foreign exchange movements.
Principal risk and uncertainties
	The company faces a number of business risks and uncertainties due to its current dependence on the Nigerian market. In response the company continues to explore other markets.
Future developments
	The directors anticipate that similar levels of trading activity and profitability will continue into the foreseeable future.
Financial instruments
	Financial instruments are carefully managed to ensure that there is little or no liquidity risk. The company’s principal financial instruments comprise of debtors and creditors. Credit and liquidity risk is minimised by ensuring credit terms for most customers are on Letter of Credit and shorter for debtors than for creditors on open credit. All sales are to overseas customers and foreign exchange risk is minimal as most purchases and corresponding sales are in the same currency. Sufficient funds are held in respective foreign currencies for all other transactions.
This report was approved by the board on 27 September 2019 and signed on its behalf.
Mr S Datwani
Director

Clayton Finance Limited

Independent auditors' report

to the members of Clayton Finance Limited

We have audited the financial statements of Clayton Finance Limited for the year ended 31 December 2018 which comprise the Income Statement, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows 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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

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 an auditors' report 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.

Opinion on the accounts

In our opinion the accounts:
●	give a true and fair view of the state of the company's affairs as at 31 December 2018 and of its 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 of 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 Auditor’s responsibilities for the audit of the accounts section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the accounts in the UK, including the FRC’s Ethical Standard, and the provisions available for small entities, in the circumstances set out below, 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 accounts is not appropriate; or
●	the directors have not disclosed in the accounts any identified material uncertainties that may cast significant doubt about the company’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 accounts are authorised for issue.
Other information
The other information comprises the information included in the report and financial statements, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information. 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 strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
●	the strategic report and the directors’ report have 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors’ report.

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, or returns adequate for our audit have not been received from branches not visited by us; or
●	the 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.

Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the accounts and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of accounts that are free from material misstatement, whether due to fraud or error.
In preparing the accounts, the directors are responsible for assessing the 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 company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the accounts
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 an auditor’s report 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 accounts is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Achilleas Sotiriou
(Senior Statutory Auditor)		75 Westow Hill
for and on behalf of		Crystal Palace
API Partnership Limited t/a Chandler & Georges		London
Chartered Accountants and Statutory Auditors		SE19 1TX
27 September 2019

Clayton Finance Limited
Income Statement
for the year ended 31 December 2018
Notes						2018		2017
£							£
Turnover				2		12,179,112		12,334,646
Cost of sales						(11,229,882)		(10,980,752)
Gross profit						949,230		1,353,894
Distribution costs						(287,822)		(334,965)
Administrative expenses						(387,209)		(802,040)
Operating profit				3		274,199		216,889
Interest receivable						32,787		47,303
Interest payable				6		(76)		(697)
Profit on ordinary activities before taxation						306,910		263,495
Tax on profit on ordinary activities				7		(59,012)		(51,571)
Profit for the financial year						247,898		211,924

Clayton Finance Limited
Statement of Financial Position
as at 31 December 2018
Notes				2018			2017
£					£
Fixed assets
Tangible assets	8			521			932
Current assets
Debtors	9		7,660,944			6,952,615
Cash at bank and in hand			3,592,481			3,809,885
			11,253,425			10,762,500
Creditors: amounts falling due within one year	10		(7,699,459)			(7,396,843)
Net current assets				3,553,966			3,365,657
Net assets				3,554,487			3,366,589
Capital and reserves
Called up share capital	11			200,000			200,000
Profit and loss account	12			3,354,487			3,166,589
Total equity				3,554,487			3,366,589
Mr S Datwani
Director
Approved by the board on 27 September 2019

Clayton Finance Limited
Statement of Changes in Equity
for the year ended 31 December 2018
Share			Share		Other		Profit		Total
capital			premium		reserves		and loss
account
£			£		£		£		£
At 1 January 2017		200,000		-		-		3,074,665		3,274,665
Profit for the financial year								211,924		211,924
Dividends								(120,000)		(120,000)
At 31 December 2017		200,000		-		-		3,166,589		3,366,589
At 1 January 2018		200,000		-		-		3,166,589		3,366,589
Profit for the financial year								247,898		247,898
Dividends								(60,000)		(60,000)
At 31 December 2018		200,000		-		-		3,354,487		3,554,487

Clayton Finance Limited
Statement of Cash Flows
for the year ended 31 December 2018
Notes			2018		2017
£				£
Operating activities
Operating profit			274,199		216,889
Adjustments for:
Depreciation			411		1,173
			274,610		218,062
(Increase)/decrease in debtors			(708,329)		221,225
Increase in creditors			373,700		1,974,754
			(60,019)		2,414,041
Interest received			32,787		47,303
Interest paid			(76)		(697)
Corporation tax paid			(130,096)		(30,290)
Cash (used in)/generated by operating activities			(157,404)		2,430,357
Investing activities
Payments to acquire tangible fixed assets			-		(1,041)
Cash used in investing activities			-		(1,041)
Financing activities
Equity dividends paid			(60,000)		(120,000)
Cash used in financing activities			(60,000)		(120,000)
Net cash (used)/generated
Cash (used in)/generated by operating activities			(157,404)		2,430,357
Cash used in investing activities			-		(1,041)
Cash used in financing activities			(60,000)		(120,000)
Net cash (used)/generated			(217,404)		2,309,316
Cash and cash equivalents at 1 January			3,809,885		1,500,569
Cash and cash equivalents at 31 December			3,592,481		3,809,885
Cash and cash equivalents comprise:
Cash at bank			3,592,481		3,809,885

Clayton Finance Limited
Notes to the Accounts
for the year ended 31 December 2018
1	Summary of significant accounting policies
	Basis of accounting
	The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain financial instruments measured at fair value in accordance with the accounting policies set out below. These financial statements have been prepared in compliance with FRS 102 – The Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006.
	Turnover
	Turnover represents the invoiced value of goods and services supplied by the company, net of value added tax and trade discounts.
	Tangible fixed assets

	Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows:
	Leasehold land and buildings			over the lease term
	Plant and machinery			4/6.66 years

	Debtors
	Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially at fair value, net of transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts.
	Creditors
	Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at fair value, net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.
	Taxation

	Income tax expense represents the sum of the tax currently payable and deferred tax.
	The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
	Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
	Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
	Current or deferred tax for the year is recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

	Foreign currency translation
	Transactions in foreign currencies are initially recognised at the average rate of exchange for the year. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.
	Pensions
	Contributions to defined contribution plans are expensed in the period to which they relate.
2	Analysis of turnover					2018		2017
£							£
	Sale of goods					12,179,112		12,334,646
	By geographical market:
	Africa					11,986,277		12,195,043
	Rest of world					192,835		139,603
						12,179,112		12,334,646
3	Operating profit					2018		2017
£							£
	This is stated after charging:
	Depreciation of owned fixed assets					411		1,173
	Operating lease rentals - land and buildings					85,092		85,092
	Auditors' remuneration for audit services					11,500		11,500
	Auditors' remuneration for other services					4,225		4,347
	Contributions to defined benefit pension plans					9,004		7,842
4	Director's emoluments					2018		2017
£							£
	Emoluments					36,382		36,382
5	Staff costs					2018		2017
£							£
	Wages and salaries					213,598		224,057
	Social security costs					21,707		22,799
	Other pension costs					9,004		7,842
						244,309		254,698
	Average number of employees during the year					Number	Number
	Administration					6		6
	Sales					2		2
						8		8
6	Interest payable					2018		2017
£							£
	Bank loans and overdrafts					76		697
7	Taxation					2018		2017
£							£
	Analysis of charge in period
	Current tax:
	UK corporation tax on profits of the period					59,012		51,571
	Tax on profit on ordinary activities					59,012		51,571
	Factors affecting tax charge for period
	The differences between the tax assessed for the period and the standard rate of corporation tax are explained as follows:
						2018		2017
£							£
	Profit on ordinary activities before tax					306,910		263,495
	Standard rate of corporation tax in the UK					19.00%		19.25%
£							£
	Profit on ordinary activities multiplied by the standard rate of corporation tax					58,313		50,723
	Effects of:
	Expenses not deductible for tax purposes					680		896
	Capital allowances for period in excess of depreciation					19		(48)
	Current tax charge for period					59,012		51,571
8	Tangible fixed assets
								Fixtures, fittings, tools and equipment
								At cost
£
	Cost or valuation
	At 1 January 2018							119,845
	At 31 December 2018							119,845
	Depreciation
	At 1 January 2018							118,913
	Charge for the year							411
	At 31 December 2018							119,324
	Carrying amount
	At 31 December 2018							521
	At 31 December 2017							932
9	Debtors					2018		2017
£							£
	Trade debtors					4,413,332		4,406,549
	Other debtors					3,030,984		2,358,321
	Prepayments and accrued income					216,628		187,745
						7,660,944		6,952,615
10	Creditors: amounts falling due within one year					2018		2017
£							£
	Trade creditors					7,237,533		6,842,455
	Corporation tax					56,193		127,277
	Other taxes and social security costs					1,254		2,950
	Other creditors					349,297		300,028
	Accruals and deferred income					55,182		124,133
						7,699,459		7,396,843
11	Share capital	Nominal		2018		2018		2017
value			Number		£		£
	Allotted, called up and fully paid:
	Ordinary shares	£1 each		200,000		200,000		200,000
12	Profit and loss account					2018		2017
£							£
	At 1 January					3,166,589		3,074,665
	Profit for the financial year					247,898		211,924
	Dividends					(60,000)		(120,000)
	At 31 December					3,354,487		3,166,589
13	Dividends					2018		2017
£							£
	Dividends on ordinary shares (note 12)					60,000		120,000
14	Other financial commitments
	Total future minimum lease payments under non-cancellable operating leases:
		Land and buildings		Land and buildings	Other		Other
		2018		2017		2018		2017
£			£		£		£
	Falling due:
	within two to five years	75,000		58,325		-		-
15	Related party transactions
	Mr B Datwani - Close family member Included in Other debtors is a balance owed by Mr B Datwani, a former director of the company. No interest is charged and the loan is repayable on demand. Amount due from the related party 2018 £1,179,941 (2017 £964,268) Emrick Resources Ltd - Associate Included in Trade creditors and Other creditors is an amount due to Emrick Resources Ltd. Amount due to the related party 2018 £1,085,841 (2017 £1,018,542) Other related parties under common key management: Included in Other debtors are loans made to the below companies, where Mr S Datwani is a director or where there is a close family connection. The loans are charged at base rate plus 4% and are repayable on demand. Amount due from the related party Landstone Homes (Harold) Ltd 2018 £26,388 (2017 £17,993) Dwell (Birmingham) Limited 2018 £NIL (2017 £11,929) SPF Bridging Ltd 2018 £148,913 (2017 £142,500) Ruleform Limited 2018 £356,188 (2017 £352,131) Centennial Centre Trading (2014) Ltd 2018 £114,341 (2017 104,494 ) Rulecare Limited 2018 £315,075 (2017 NIL) Landstone Homes (Goldenhill) Ltd 2018 £18,172 (2017 NIL) Other related parties under common key management: Common key management Included in Other creditors are amounts due to the below companies, where Mr S Datwani is a director. The loans are charged at base rate plus 4% and repayable on demand. Amount due to the related party CRGASHBY Ltd 2018 £33,569 (2017 £32,124) The H Suite Limited 2018 £3,465 (2017 £3,316) Castlemead Warwick Limited 2018 £NIL (2017 £9,475)
16	Controlling party
	The company is controlled by Mr S Datwani.
17	Presentation currency
	The financial statements are presented in Sterling.
18	Legal form of entity and country of incorporation
	Clayton Finance Limited is a limited company incorporated in England.
19	Principal place of business
	The address of the company's principal place of business is:
	Landmark
	3-4 Devonshire Street
	London
	W1W 5DT