Kingsbridge Group - Limited company accounts 18.2

REGISTERED NUMBER: 09948075 (England and Wales)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 January 2019

for

Kingsbridge Group Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Income Statement

7

Consolidated Other Comprehensive Income

8

Consolidated Balance Sheet

9

Company Balance Sheet

10

Consolidated Statement of Changes in Equity

11

Company Statement of Changes in Equity

12

Consolidated Cash Flow Statement

13

Notes to the Consolidated Cash Flow Statement

14

Notes to the Consolidated Financial Statements

15

DIRECTORS:

O J Bevan

I B Owen

A G M Stevens

S J Wynne

D J Zanker

J D R Twining

REGISTERED OFFICE:

9 Miller Court

Severn Drive

Tewkesbury Business Park

Tewkesbury

Gloucestershire

GL20 8DN

REGISTERED NUMBER:

09948075 (England and Wales)

AUDITORS:

Charles Hinitt & Associates Limited

Chartered Certified Accountants &

Statutory Auditors

48 Belle Vue Terrace

Malvern

Worcestershire

WR14 4QG

BANKERS:

The Royal Bank of Scotland Plc

PO Box 412

62/63 Threadneedle Street

London

EC2R 8LA

SOLICITORS:

DWF Solicitors

1 Scott Place

2 Hardman Street

Manchester

M3 3AA

The directors present their strategic report of the company and the group for the year ended 31 January 2019.

REVIEW OF BUSINESS

Kingsbridge Group Limited was incorporated on 12 January 2016. On 31st May 2016 Kingsbridge Group acquired the

business of the Kingsbridge Group of companies which has been operating since 2001. The main trading company is

Kingsbridge Risk Solutions Limited.

Kingsbridge is a leading independent corporate insurance broker providing specialist insurance solutions to contractors,

freelancers and the Recruitment and Utilities industries.

During the year, the Kingsbridge Group completed two key strategic acquisitions. In August 2018 the Group acquired

Larsen Howie, an on-line broker providing a range of insurance, tax and IR35 products and services to contractors. In

December 2018 the group acquired Dinghy Ltd, a pioneering insurtech broker offering flexible insurance cover through

a bespoke digital platform to the freelancer and creative community.

Kingsbridge has continued to invest in these acquisitions which have significantly broadened the Kingsbridge Group's

offering to the Contractor and Freelancer industry. Taken together, Kingsbridge now has a unique platform of brands,

distribution channels and platform with which to tackle the fundamental long term trend from permanent to flexible

employment, both in the UK and internationally.

The business has offices in Tewkesbury, Liverpool, Leicester and London and employs around 100 people.

KEY PERFORMANCE INDICATORS

Kingsbridge Risk Solutions Limited has continued a trend of strong organic growth and the KPIs of the business reflect

this. Revenue has grown 20% to £14,939k during the year and the reported profit has increased to £5,051k.

PRINCIPAL RISKS AND UNCERTAINTIES

Competitive

The group operates in competitive markets where customers' insurance requirements are driven by the specific risks in

their respective industries. The group has an ethos of high service delivery and ensures that it's product offering is

competitive and appropriate to the business sectors in which it operates.

Legislative & regulatory

Kingsbridge Risk Solutions is directly regulated by the FCA in respect of its insurance activities. There is a risk that a

change in regulations or tax legislation could have a detrimental effect on the group. The group treats compliance as a

high priority and keeps up to date with recent developments in legislation so as to proactively plan and to minimise their

impact and identify any opportunities that might result from it.

Interest rate risk

An element of the group's borrowing is linked to LIBOR and so the group is exposed to fluctuations in interest rates.

The company reviews this exposure at board level in conjunction with forecasted cash flows.

ON BEHALF OF THE BOARD:

J D R Twining - Director

18 October 2019

The directors present their report with the financial statements of the company and the group for the year ended

31 January 2019.

DIVIDENDS

No dividends will be distributed for the year ended 31 January 2019.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 February 2018 to the date of this

report.

O J Bevan

I B Owen

A G M Stevens

S J Wynne

D J Zanker

J D R Twining

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, 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;

-	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 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, Charles Hinitt & Associates Limited, will be proposed for re-appointment at the forthcoming Annual

General Meeting.

ON BEHALF OF THE BOARD:

J D R Twining - Director

18 October 2019

Opinion

We have audited the financial statements of Kingsbridge Group Limited (the 'parent company') and its subsidiaries (the

'group') for the year ended 31 January 2019 which comprise the Consolidated Income Statement, Consolidated Other

Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in

Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated

Cash Flow Statement, 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 January 2019 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 Group

Strategic Report and 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.

Opinions 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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors 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 group and the parent company and its environment obtained in

the course of the audit, we have not identified material misstatements in the Group Strategic Report or 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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.

Charles Hinitt FCCA (Senior Statutory Auditor)

for and on behalf of Charles Hinitt & Associates Limited

Chartered Certified Accountants &

Statutory Auditors

48 Belle Vue Terrace

Malvern

Worcestershire

WR14 4QG

31 October 2019

TURNOVER

3

14,898,066

12,473,418

Cost of sales

1,770,613

1,486,234

GROSS PROFIT

13,127,453

10,987,184

Administrative expenses

8,221,497

6,753,218

4,905,956

4,233,966

Other operating income

145,000

16,030

OPERATING PROFIT

5

5,050,956

4,249,996

Interest receivable and similar income

2,026

11,928

5,052,982

4,261,924

Interest payable and similar expenses

7

2,721,589

2,549,553

PROFIT BEFORE TAXATION

2,331,393

1,712,371

Tax on profit

8

652,424

463,825

PROFIT FOR THE FINANCIAL YEAR

1,678,969

1,248,546

Profit attributable to:

Owners of the parent

1,699,327

1,248,546

Non-controlling interests

(20,358

)

-

1,678,969

1,248,546

PROFIT FOR THE YEAR

1,678,969

1,248,546

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,678,969

1,248,546

Total comprehensive income attributable to:

Owners of the parent

1,699,327

1,248,546

Non-controlling interests

(20,358

)

-

1,678,969

1,248,546

FIXED ASSETS

Intangible assets

10

33,070,842

32,019,292

Tangible assets

11

288,337

263,368

Investments

12

-

-

33,359,179

32,282,660

CURRENT ASSETS

Debtors

13

4,671,779

3,765,371

Cash at bank and in hand

11,606,765

9,286,196

16,278,544

13,051,567

CREDITORS

Amounts falling due within one year

14

12,382,406

8,759,735

NET CURRENT ASSETS

3,896,138

4,291,832

TOTAL ASSETS LESS CURRENT LIABILITIES

37,255,317

36,574,492

CREDITORS

Amounts falling due after more than one year

15

(32,868,308

)

(33,947,103

)

PROVISIONS FOR LIABILITIES

20

(33,280

)

-

NET ASSETS

4,353,729

2,627,389

CAPITAL AND RESERVES

Called up share capital

21

16,232

15,165

Share premium

22

1,008,581

987,278

Retained earnings

22

3,324,274

1,624,946

SHAREHOLDERS' FUNDS

4,349,087

2,627,389

NON-CONTROLLING INTERESTS

23

4,642

-

TOTAL EQUITY

4,353,729

2,627,389

The financial statements were approved by the Board of Directors on 18 October 2019 and were signed on its behalf by:

J D R Twining - Director

A G M Stevens - Director

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

-

-

Investments

12

1

1

1

1

CURRENT ASSETS

Debtors

13

1,024,812

1,002,442

NET CURRENT ASSETS

1,024,812

1,002,442

TOTAL ASSETS LESS CURRENT LIABILITIES

1,024,813

1,002,443

CAPITAL AND RESERVES

Called up share capital

21

16,232

15,165

Share premium

1,008,581

987,278

SHAREHOLDERS' FUNDS

1,024,813

1,002,443

Company's profit for the financial year

-

-

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors on 18 October 2019 and were signed on its behalf by:

J D R Twining - Director

A G M Stevens - Director

Called up

share

Retained

Share

capital

earnings

premium

£

£

£

Balance at 1 February 2017

12,565

376,400

923,878

Changes in equity

Issue of share capital

2,600

-

63,400

Total comprehensive income

-

1,248,546

-

Balance at 31 January 2018

15,165

1,624,946

987,278

Changes in equity

Issue of share capital

1,067

-

21,303

Total comprehensive income

-

1,699,327

-

16,232

3,324,273

1,008,581

Acquisition of non-controlling interest

-

-

-

Balance at 31 January 2019

16,232

3,324,273

1,008,581

Non-controlling

Total

Total

interests

equity

£

£

£

Balance at 1 February 2017

1,312,843

-

1,312,843

Changes in equity

Issue of share capital

66,000

-

66,000

Total comprehensive income

1,248,546

-

1,248,546

Balance at 31 January 2018

2,627,389

-

2,627,389

Changes in equity

Issue of share capital

22,370

-

22,370

Total comprehensive income

1,699,327

(20,358

)

1,678,969

4,349,086

(20,358

)

4,328,728

Acquisition of non-controlling interest

-

25,000

25,000

Balance at 31 January 2019

4,349,086

4,642

4,353,728

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 February 2017

12,565

-

923,878

936,443

Changes in equity

Issue of share capital

2,600

-

63,400

66,000

Balance at 31 January 2018

15,165

-

987,278

1,002,443

Changes in equity

Issue of share capital

1,067

-

21,303

22,370

Balance at 31 January 2019

16,232

-

1,008,581

1,024,813

Cash flows from operating activities

Cash generated from operations

1

5,218,149

6,214,989

Interest paid

(154,800

)

(167,650

)

Interest element of hire purchase payments paid

(3,218

)

(4,671

)

Tax paid

(505,162

)

(449,464

)

Taxation refund

-

10,323

Net cash from operating activities

4,554,969

5,603,527

Cash flows from investing activities

Purchase of intangible fixed assets

(1,050,268

)

(208,694

)

Purchase of tangible fixed assets

(124,135

)

(161,820

)

Sale of tangible fixed assets

16,000

19,850

Acquisition of Minority interest

25,000

-

Opening net assets on acquisition

(29,136

)

-

Interest received

2,026

11,928

Net cash from investing activities

(1,160,513

)

(338,736

)

Cash flows from financing activities

Loans repaid in year

(1,050,000

)

(300,000

)

Capital repayments in year

(38,257

)

(19,305

)

Amount withdrawn by directors

(8,000

)

(16,000

)

Share issue

1,067

2,600

Share premium

21,303

63,400

Net cash from financing activities

(1,073,887

)

(269,305

)

Increase in cash and cash equivalents

2,320,569

4,995,486

Cash and cash equivalents at beginning of year

2

9,286,196

4,290,710

Cash and cash equivalents at end of year

2

11,606,765

9,286,196

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.1.19

31.1.18

£

£

Profit before taxation

2,331,393

1,712,371

Depreciation charges

127,023

83,054

Profit on disposal of fixed assets

(16,000

)

(9,406

)

Adjust for interest accrued but not paid

(2,563,571

)

(2,377,232

)

Finance costs

2,721,589

2,549,553

Finance income

(2,026

)

(11,928

)

2,598,408

1,946,412

(Increase)/decrease in trade and other debtors

(881,752

)

961,149

Increase in trade and other creditors

3,501,493

3,307,428

Cash generated from operations

5,218,149

6,214,989

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of

these Balance Sheet amounts:

Year ended 31 January 2019

31.1.19

1.2.18

£

£

Cash and cash equivalents

11,606,765

9,286,196

Year ended 31 January 2018

31.1.18

1.2.17

£

£

Cash and cash equivalents

9,286,196

4,290,710