OCEANOVA_LIMITED - Accounts


Company Registration No. 10021355 (England and Wales)
OCEANOVA LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
PAGES FOR FILING WITH REGISTRAR
OCEANOVA LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 10
OCEANOVA LIMITED
BALANCE SHEET
AS AT
31 MARCH 2019
31 March 2019
- 1 -
2019
2018
Notes
£
£
£
£
Fixed assets
Intangible assets
3
147,937
284,824
Tangible assets
4
21,987
21,877
Investments
5
140,700
137,685
310,624
444,386
Current assets
Debtors
7
1,913,940
1,385,932
Cash at bank and in hand
4,402
37,742
1,918,342
1,423,674
Creditors: amounts falling due within one year
8
(3,257,386)
(2,563,624)
Net current liabilities
(1,339,044)
(1,139,950)
Total assets less current liabilities
(1,028,420)
(695,564)
Net liabilities
(1,028,420)
(695,564)
Capital and reserves
Called up share capital
9
100
100
Profit and loss reserves
(1,028,520)
(695,664)
Total equity
(1,028,420)
(695,564)

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 March 2019 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

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.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime.

OCEANOVA LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 MARCH 2019
31 March 2019
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 30 December 2019 and are signed on its behalf by:
Mr D Cobb
Director
Company Registration No. 10021355
OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
- 3 -
1
Accounting policies
Company information

Oceanova Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6th Floor, 4 Cam Road, Stratford, London, E15 2SN.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

The company incurred a loss for the year of £322,856 (2018: £188,728) and has net current liabilities at the year end of £1,339,044 (2018: £1,139,950). Included within creditors are amounts of £2,960,936 (2018: £2,259,786) due to connected companies and businesses. These connected parties have indicated that they will not demand repayment of the amounts due to them until the company is in a financial position to do so. The company's ongoing activities are dependent upon the continued support of the connected parties.

 

On the basis that the company will continue to receive support from the connected parties, the financial statements have been prepared on a going concern basis. If the going concern basis was not appropriate, adjustments would have to be made to reduce the value of assets to their recoverable amount, to provide for any further liabilities that may arise and to reclassify fixed assets as current assets and long term liabilities as current liabilities.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
1
Accounting policies
(Continued)
- 4 -
1.5
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the cost or value of the asset can be measured reliably.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Development costs
25% straight line
Website costs
25% straight line
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
25% straight line
Computer equipment
25% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.7
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.8
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
1
Accounting policies
(Continued)
- 5 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.9
Cash at bank and in hand

Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
1
Accounting policies
(Continued)
- 6 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.11
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was 14 (2018 - 18).

OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
- 7 -
3
Intangible fixed assets
Development costs
Website costs
Total
£
£
£
Cost
At 1 April 2018
220,000
135,008
355,008
Additions
-
3,359
3,359
Transfers
-
(124,057)
(124,057)
At 31 March 2019
220,000
14,310
234,310
Amortisation and impairment
At 1 April 2018
27,500
42,684
70,184
Amortisation charged for the year
55,000
2,738
57,738
Transfers
-
(41,549)
(41,549)
At 31 March 2019
82,500
3,873
86,373
Carrying amount
At 31 March 2019
137,500
10,437
147,937
At 31 March 2018
192,500
92,324
284,824
4
Tangible fixed assets
Fixtures and fittings
Computer equipment
Total
£
£
£
Cost
At 1 April 2018
15,709
13,802
29,511
Additions
7,353
-
7,353
At 31 March 2019
23,062
13,802
36,864
Depreciation and impairment
At 1 April 2018
5,331
2,303
7,634
Depreciation charged in the year
3,927
3,316
7,243
At 31 March 2019
9,258
5,619
14,877
Carrying amount
At 31 March 2019
13,804
8,183
21,987
At 31 March 2018
10,378
11,499
21,877
OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
- 8 -
5
Fixed asset investments
2019
2018
£
£
Investments
140,700
137,685
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 April 2018
137,685
Additions
3,015
At 31 March 2019
140,700
Carrying amount
At 31 March 2019
140,700
At 31 March 2018
137,685
6
Subsidiaries

Details of the company's subsidiaries at 31 March 2019 are as follows:

Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Captiva Learning Limited (formerly NIE Professional Learning Limited)
England & Wales
Training provider
Ordinary
100.00
Skyline Apprenticeships Limited
England & Wales
Dormant
Ordinary
100.00
LM Education Limited
England & Wales
Online leadership tool
Ordinary
75.00
7
Debtors
2019
2018
Amounts falling due within one year:
£
£
Trade debtors
5,763
101,048
Amounts owed by group undertakings
1,351,188
-
Other debtors
556,989
1,284,884
1,913,940
1,385,932
OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
- 9 -
8
Creditors: amounts falling due within one year
2019
2018
£
£
Trade creditors
172,496
73,258
Amounts due to group undertakings
-
107,000
Other taxation and social security
-
36,580
Other creditors
3,084,890
2,346,786
3,257,386
2,563,624
9
Called up share capital
2019
2018
£
£
Ordinary share capital
Issued and fully paid
40 Ordinary A of £1 each
40
40
40 Ordinary B of £1 each
40
40
20 Ordinary C of £1 each
20
20
100
100
10
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Services provided
2019
2018
£
£
Entities under common control
503,653
1,065,263

The following amounts were outstanding at the reporting end date:

2019
2018
Amounts owed to related parties
£
£
Entities under common control
2,960,936
2,259,786
OCEANOVA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2019
10
Related party transactions
(Continued)
- 10 -

The following amounts were outstanding at the reporting end date:

2019
Balance
Amounts owed by related parties
£
Entities under common control
483,106
2018
Balance
Amounts owed in previous period
£
Entities under common control
1,219,777
11
Control

The ultimate controlling party is considered to be Mr D Cobb by virtue of his majority shareholding in Oceanova Limited.

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