DWSM Limited - Period Ending 2019-06-30

DWSM Limited - Period Ending 2019-06-30


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Registration number: 06040316

DWSM Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 30 June 2019

 

DWSM Limited

Contents

Company Information

1

Balance Sheet

2 to 3

Notes to the Unaudited Financial Statements

4 to 11

 

DWSM Limited

Company Information

Directors

S Mico

DJ Webster

Company secretary

DJ Webster

Registered office

111/113 High Street
Evesham
Worcestershire
WR11 4XP

Accountants

Clement Rabjohns Limited
Chartered Accountants
111/113 High Street
Evesham
Worcestershire
WR11 4XP

 

DWSM Limited

(Registration number: 06040316)
Balance Sheet as at 30 June 2019

Note

2019
£

2018
£

Fixed assets

 

Tangible assets

4

494,667

494,667

Investments

5

2,633,551

2,483,191

 

3,128,218

2,977,858

Current assets

 

Debtors

6

92,941

17,043

Cash at bank and in hand

 

124,442

23,261

 

217,383

40,304

Creditors: Amounts falling due within one year

7

(2,188,247)

(1,767,316)

Net current liabilities

 

(1,970,864)

(1,727,012)

Total assets less current liabilities

 

1,157,354

1,250,846

Creditors: Amounts falling due after more than one year

7

(504,425)

(540,953)

Provisions for liabilities

-

(415,278)

Net assets

 

652,929

294,615

Capital and reserves

 

Called up share capital

8

100

100

Profit and loss account

652,829

294,515

Total equity

 

652,929

294,615

For the financial year ending 30 June 2019 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 accounts for the year in question in accordance with section 476; and

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

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

 

DWSM Limited

(Registration number: 06040316)
Balance Sheet as at 30 June 2019

Approved and authorised by the Board on 30 March 2020 and signed on its behalf by:
 

.........................................
S Mico
Director

.........................................
DJ Webster
Company secretary and director

 
     
 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

1

General information

The company is a private company limited by share capital, incorporated in England and Wales, UK.

The address of its registered office is:
111/113 High Street
Evesham
Worcestershire
WR11 4XP
United Kingdom

The principal place of business is:
18 Miller Court
Severn Drive
Tewkesbury
Gloucestershire
GL20 8DN
United Kingdom

These financial statements were authorised for issue by the Board on 30 March 2020.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Exemption from preparing group accounts

The company has taken advantage of the exemption in section 398 of the Companies Act 2006 from the requirement to prepare consolidated financial statements, on the grounds that it is a small sized group.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

Tax

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when 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 and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Land

Nil

Buildings

2% straight line

Fixtures and fittings

20-33.33% straight line

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Provisions

Provisions are recognised when the company has an obligation at the reporting date as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 2 (2018 - 2).

4

Tangible assets

Land and buildings
£

Fixtures and fittings
£

Total
£

Cost or valuation

At 1 July 2018

494,667

4,144

498,811

At 30 June 2019

494,667

4,144

498,811

Depreciation

At 1 July 2018

-

4,144

4,144

At 30 June 2019

-

4,144

4,144

Carrying amount

At 30 June 2019

494,667

-

494,667

At 30 June 2018

494,667

-

494,667

Included within the net book value of land and buildings above is £494,667 (2018 - £494,667) in respect of freehold land and buildings.
 

As stated within the accounting policies, the policy is to depreciate freehold buildings at 2% per annum. As the company has a policy of regular maintenance and repairs the directors consider that the residual value of freehold buildings at the end of their useful life to the company will not be materially different from the carrying amount. There is therefore no charge for depreciation on freehold buildings included in these accounts.

5

Investments

2019
£

2018
£

Investments in subsidiaries

2,633,551

2,483,191

 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

Subsidiaries

£

Cost or valuation

At 1 July 2018

2,483,191

Revaluation

150,360

At 30 June 2019

2,633,551

Provision

Carrying amount

At 30 June 2019

2,633,551

At 30 June 2018

2,483,191

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2019

2018

Subsidiary undertakings

Midland Communications Company Ltd

18 Miller Court
Severn Drive
Tewkesbury
GL20 8DN

England, UK

Ordinary shares

86%

86%

Edgecoms Ltd

111-113 High Street
Evesham
WR11 4XP

England, UK

Ordinary shares

100%

100%

Subsidiary undertakings

Midland Communications Company Ltd

The principal activity of Midland Communications Company Ltd is rental, sale and installation of communication systems. The profit for the financial period of Midland Communications Company Ltd was £416,381 and the aggregate amount of capital and reserves at the end of the period was £648,049.

Edgecoms Ltd

The principal activity of Edgecoms Ltd is information technology solutions. The profit for the financial period of Edgecoms Ltd was £400,566 and the aggregate amount of capital and reserves at the end of the period was £354,226.

 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

Revaluation

Edgecoms Limited was revalued at £1,522,502 on 30 June 2019.
The acquisition of Edgecoms Limited included a 3 year contingent consideration based on post-acquisition results. The investment cost is adjusted for this periodically.

6

Debtors

2019
£

2018
£

Prepayments

157

151

Other debtors

92,784

16,892

92,941

17,043

7

Creditors

Creditors: amounts falling due within one year

Note

2019
£

2018
£

Due within one year

 

Loans and borrowings

9

270,600

317,608

Amounts owed to group undertakings and undertakings in which the company has a participating interest

11

1,487,755

1,344,554

Taxation and social security

 

73,373

97,061

Accruals and deferred income

 

8,016

7,358

Other creditors

 

348,503

735

 

2,188,247

1,767,316

Creditors include bank loans and overdrafts which are secured of £270,600 (2018 - £317,608).

Creditors: amounts falling due after more than one year

Note

2019
£

2018
£

Due after one year

 

Loans and borrowings

9

504,425

540,953

2019
£

2018
£

Due after more than five years

After more than five years by instalments

353,986

392,259

-

-

Creditors include bank loans and overdrafts which are secured of £504,425 (2018 - £540,953).

Creditors include bank loans repayable by instalments of £353,986 (2018 - £392,259) due after more than five years.

 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

8

Share capital

Allotted, called up and fully paid shares

 

2019

2018

 

No.

£

No.

£

Ordinary shares of £1 each

100

100

100

100

         

9

Loans and borrowings

2019
£

2018
£

Non-current loans and borrowings

Bank borrowings

504,425

540,953

2019
£

2018
£

Current loans and borrowings

Bank borrowings

36,519

36,216

Bank overdrafts

234,081

281,392

270,600

317,608

Included in the loans and borrowings are the following amounts due after more than five years:

Bank borrowings and debenture loans after five years

Bank loans are repayable in equal monthly instalments with current interest rates of 2.5% and 3.2% above the bank base rate.

10

Dividends

   

2019

 

2018

   

£

 

£

Interim dividend of £4,000 (2018 - £3,960) per ordinary share

 

400,000

 

396,000

         

11

Related party transactions

Transactions with directors

 

DWSM Limited

Notes to the Unaudited Financial Statements for the Year Ended 30 June 2019

2019

At 1 July 2018
£

Advances to directors
£

At 30 June 2019
£

S Mico

Loan from the company - interest free

8,446

37,946

46,392

       
     

DJ Webster

Loan from the company - interest free

8,446

37,946

46,392

       
     

 

2018

At 1 July 2017
£

Advances to directors
£

At 30 June 2018
£

S Mico

Loan from the company - interest free

-

8,446

8,446

       
     

DJ Webster

Loan from the company - interest free

-

8,446

8,446

       
     

 

Directors' remuneration

The directors' remuneration for the year was as follows:

2019
£

2018
£

Contributions paid to money purchase schemes

24,000

24,000

During the year the number of directors who were receiving benefits and share incentives was as follows:

2019
No.

2018
No.

Accruing benefits under money purchase pension scheme

2

2

Dividends paid to directors

 

2019
£

2018
£

S Mico

   

Interim dividends paid

204,800

202,800

     
         

DJ Webster

   

Interim dividends paid

195,200

193,200

     
         

 

Summary of transactions with subsidiaries

The company has a 86% holding in Midland Communications Company Ltd. The remaining 14% is held by the individual owners of DWSM Ltd therefore creating effective 100% ownership. The company also has a 100% holding in Edgecoms Ltd. As permitted under FRS 102 Section 1A transactions between these group companies have not been disclosed.