Kingsbridge Risk Solutions Limited - Limited company accounts 18.2

REGISTERED NUMBER: 04122238 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 January 2019

for

Kingsbridge Risk Solutions Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

7

Balance Sheet

8

Statement of Changes in Equity

9

Cash Flow Statement

10

Notes to the Cash Flow Statement

11

Notes to the Financial Statements

12

DIRECTORS:

S J Wynne

A G M Stevens

J D R Twining

M J Ratcliffe

T A Wynne

REGISTERED OFFICE:

9 Miller Court

Severn Drive Tewkesbury Business Park

Tewkesbury

Gloucestershire

GL20 8DN

REGISTERED NUMBER:

04122238 (England and Wales)

SENIOR STATUTORY AUDITOR:

Charles Hinitt FCCA

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 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.

PRINCIPLE 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 for the year ended 31 January 2019.

PRINCIPAL ACTIVITIES

The principal activities of the company in the year under review were those of insurance broking, risk consulting, risk

financing and risk management advice.

DIVIDENDS

The total distribution of dividends for the year ended 31 January 2019 will be £ 100,000 .

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.

S J Wynne

D J Zanker

A G M Stevens

J D R Twining

Other changes in directors holding office are as follows:

R Bell - resigned 25 October 2018

M J Ratcliffe - appointed 25 October 2018

T A Wynne - appointed 19 October 2018

D J Zanker ceased to be a director after 31 January 2019 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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), including Financial Reporting Standard 102 'The

Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 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 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.

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 company'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 company'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 Risk Solutions Limited (the 'company') for the year ended

31 January 2019 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in

Equity, Cash Flow Statement and Notes to the 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 company's affairs as at 31 January 2019 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 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 company 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 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 financial statements are authorised for issue.

Other information

The directors are responsible for the other information. The other information comprises the information in the 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 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 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 company and its environment obtained in the course of the audit,

we have not identified material misstatements in the 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, 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 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 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.

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

14,588,311

12,121,809

Cost of sales

1,519,480

1,170,023

GROSS PROFIT

13,068,831

10,951,786

Administrative expenses

6,767,716

5,992,826

6,301,115

4,958,960

Other operating income

28,500

212

OPERATING PROFIT

5

6,329,615

4,959,172

Interest receivable and similar income

1,131

11,428

6,330,746

4,970,600

Interest payable and similar expenses

6

3,218

4,671

PROFIT BEFORE TAXATION

6,327,528

4,965,929

Tax on profit

7

650,958

462,244

PROFIT FOR THE FINANCIAL YEAR

5,676,570

4,503,685

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

5,676,570

4,503,685

FIXED ASSETS

Intangible assets

9

217,685

159,300

Tangible assets

10

249,049

263,368

Investments

11

110,001

110,001

576,735

532,669

CURRENT ASSETS

Debtors

12

11,367,942

7,265,061

Cash at bank and in hand

13

11,204,918

8,825,445

22,572,860

16,090,506

CREDITORS

Amounts falling due within one year

14

5,713,341

4,767,976

NET CURRENT ASSETS

16,859,519

11,322,530

TOTAL ASSETS LESS CURRENT LIABILITIES

17,436,254

11,855,199

CREDITORS

Amounts falling due after more than one year

15

(7,750

)

(36,545

)

PROVISIONS FOR LIABILITIES

19

(33,280

)

-

NET ASSETS

17,395,224

11,818,654

CAPITAL AND RESERVES

Called up share capital

20

15,002

15,002

Retained earnings

21

17,380,222

11,803,652

SHAREHOLDERS' FUNDS

17,395,224

11,818,654

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

Total

capital

earnings

equity

£

£

£

Balance at 1 February 2017

15,002

7,299,967

7,314,969

Changes in equity

Total comprehensive income

-

4,503,685

4,503,685

Balance at 31 January 2018

15,002

11,803,652

11,818,654

Changes in equity

Dividends

-

(100,000

)

(100,000

)

Total comprehensive income

-

5,676,570

5,676,570

Balance at 31 January 2019

15,002

17,380,222

17,395,224

Cash flows from operating activities

Cash generated from operations

1

3,100,581

5,708,455

Interest element of hire purchase payments paid

(3,218

)

(4,671

)

Tax paid

(503,006

)

(437,733

)

Net cash from operating activities

2,594,357

5,266,051

Cash flows from investing activities

Purchase of intangible fixed assets

(59,062

)

(150,594

)

Purchase of tangible fixed assets

(89,475

)

(161,820

)

Sale of tangible fixed assets

16,000

19,850

Interest received

1,131

11,428

Net cash from investing activities

(131,406

)

(281,136

)

Cash flows from financing activities

Capital repayments in year

(38,257

)

(19,305

)

Amount withdrawn by directors

(8,000

)

(16,000

)

Equity dividends paid

(100,000

)

-

Net cash from financing activities

(146,257

)

(35,305

)

Increase in cash and cash equivalents

2,316,694

4,949,610

Cash and cash equivalents at beginning of year

2

8,825,445

3,875,835

Cash and cash equivalents at end of year

2

11,142,139

8,825,445

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

31.1.19

31.1.18

£

£

Profit before taxation

6,327,528

4,965,929

Depreciation charges

104,472

83,054

Profit on disposal of fixed assets

(16,000

)

(9,406

)

Finance costs

3,218

4,671

Finance income

(1,131

)

(11,428

)

6,418,087

5,032,820

Increase in trade and other debtors

(4,092,282

)

(317,644

)

Increase in trade and other creditors

774,776

993,279

Cash generated from operations

3,100,581

5,708,455

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

11,204,918

8,825,445

Bank overdrafts

(62,779

)

-

11,142,139

8,825,445

Year ended 31 January 2018

31.1.18

1.2.17

£

£

Cash and cash equivalents

8,825,445

3,890,194

Bank overdrafts

-

(14,359

)

8,825,445

3,875,835

1.	STATUTORY INFORMATION

Kingsbridge Risk Solutions Limited is a private company, limited by shares , registered in England and Wales.

The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements

The financial statements contain information about Kingsbridge Risk Solutions Limited as an individual

company and do not contain consolidated financial information as the parent of a group. The company is

exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial

statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial

statements of its ultimate holding company Kingsbridge Group Limited, 9 Miller Court, Severn Drive,

Tewkesbury Business Park, Tewkesbury GL20 8DN.

Turnover

Turnover represents net invoiced sales of services and is shown gross of introducer commission. The services of

the company are not subject to VAT.

Goodwill

Goodwill representing the excess of the purchase price over the fair value of the net assets of businesses

acquired has been amortised by equal annual instalments over its expected useful economic life of ten years.

Intangible fixed assets

Amortisation is provided at the following rates in order to write off each asset over its estimated useful life :

Domain Names - 10% on cost

Development costs - 50% on cost

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Fixtures and fittings

-

20% on cost

Motor vehicles

-

25% on cost

Computer equipment

-

33% on cost

Financial instruments

Basic financial instruments are recognised at amortised cost.

Non-basic financial instruments are initially recorded at cost and thereafter at fair value with changes recognised

in the profit and loss.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive

Income, 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the

balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling

at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held

under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases

are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element

of the future payments is treated as a liability.

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the

lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension

scheme are charged to profit or loss in the period to which they relate.

Income recognition

The company recognises profit sharing arrangements with underwriters of insurance policies to the extent that it

can reasonably estimate those which will be due after more than one year.

Full provision of the taxation due on this income is included within these accounts.

Client monies held in non-statutory trust bank accounts

As required by the FCA, the company hold funds on behalf of its clients within non-statutory trust client bank

accounts. These monies do not belong to the company. However, as the client and underwriter debtor and

creditor balances are included as assets and liabilities, the company considers it necessary to include on its

balance sheet cash balances held within the non-statutory client bank accounts.

3.

TURNOVER

The turnover and profit before taxation are attributable to the principal activities of the company.

An analysis of turnover by class of business is given below:

31.1.19

31.1.18

£

£

Commissions

14,588,311

12,121,809

14,588,311

12,121,809

4.	EMPLOYEES AND DIRECTORS

31.1.19

31.1.18

£

£

Wages and salaries

3,478,052

2,934,332

Social security costs

327,460

259,165

Other pension costs

198,190

167,387

4,003,702

3,360,884

The average number of employees during the year was as follows:

31.1.19

31.1.18

Sales

35

24

Administration

44

47

79

71

31.1.19

31.1.18

£

£

Directors' remuneration

507,288

461,240

Information regarding the highest paid director is as follows:

31.1.19

31.1.18

£

£

Emoluments etc

199,473

185,245

5.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

31.1.19

31.1.18

£

£

Other operating leases

146,253

133,858

Depreciation - owned assets

73,754

37,373

Depreciation - assets on hire purchase contracts

30,040

39,808

Profit on disposal of fixed assets

(16,000

)

(9,406

)

Goodwill amortisation

677

678

Development costs amortisation

-

5,194

Auditors' remuneration

93,264

83,663

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.1.19

31.1.18

£

£

Hire purchase

3,218

4,671