ACCOUNTS - Final Accounts preparation


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Company registration number: 5174962







ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 MARCH 2020


OLDFIELD & CO. (LONDON) LTD






































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OLDFIELD & CO. (LONDON) LTD
 


 
COMPANY INFORMATION


Directors
J D S Booth 
J A Carter 
M D Katzenellenbogen 
J G McEwing 
R J Oldfield (Chairman) 
N O StC Waller 
S M Wood 




Company secretary
J G McEwing



Registered number
5174962



Registered office
11 Grosvenor Place

London

SW1X 7HH




Independent auditors
Menzies LLP
Chartered Accountants & Statutory Auditor

Lynton House

7-12 Tavistock Square

London

WC1H 9LT




Bankers
Barclays Bank Plc
30 Sloane Square

London

SW1W 8AF




Solicitors
Dickson Minto W. S.
16 Charlotte Square

Edinburgh

EH2 4DF





 


OLDFIELD & CO. (LONDON) LTD
 



CONTENTS



Page
Group Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditors' Report
6 - 8
Consolidated Statement of Comprehensive Income
9
Consolidated Statement of Financial Position
10
Company Statement of Financial Position
11
Consolidated Statement of Changes in Equity
12
Company Statement of Changes in Equity
13
Consolidated Statement of Cash Flows
14
Analysis of Net Debt
15
Notes to the Financial Statements
16 - 28


 


OLDFIELD & CO. (LONDON) LTD
 


 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2020

Business review
 
The principal activity of the group during the year is the management of investment portfolios for investment funds and for individual pension funds, foundations, endowment funds and charities. The two key strategies in which the firm (the company and Oldfield Partners LLP) is engaged are the management of global equity and emerging markets equity portfolios. In addition, the firm manages a global equity income fund and other funds.
The group’s financial performance during the year reflected small net inflows of assets under management, and for most of the year market levels well above the previous year’s.  The final quarter of the year saw a sharp decline in markets and in the value of portfolios under the firm’s management as Coronavirus spread and lockdown commenced in most economies.  
Against this background, turnover rose by 1.5% to £19.97 million. Profit before tax remained at a satisfactory level, 9.7% above the level in the previous year, at £13.95 million. Investment performance was weak both in global and in emerging market portfolios, with the background for ‘value’ managers such as the firm remaining difficult. Our value style, to which we have adhered consistently,  is the cornerstone of our approach.
Claus Anthon retired to become a non-working member at the end of the previous year and Robert White during the current year; the members are deeply grateful for their contribution to the firm, in the case of Claus Anthon since its formation and in Robert White’s case since 2007.
Staff turnover continues to be low.
The company provides services to Oldfield Partners LLP.
The firm adapted well to the necessity for all staff to work from home.  The business continuity plan which allowed for this eventuality was tested early in the Coronavirus crisis and was implemented successfully.

Principal risks and uncertainties
 
The management of the business and the execution of the company's strategy are subject to a number of risks. The key business risks facing the group are poor investment performance; and loss of key people, leading in any or all of these cases to the loss of investors' assets under management.
There are limited risks in relation to Brexit, in the form of the structure of the funds which the group manages, and the group has made contingency plans in regard to these risks.

Financial key performance indicators
 
The key performance indicators the directors used to monitor performance during 2019-2020, as in previous years, are summarised below, together with the board’s assessment of the position of the group in relation to those risks.
1. The firm's surplus of income over expenditure before partners' and executives' bonuses and distributions to owners of the business. The financial surplus has continued to be at a satisfactory level, with sufficient surplus from year to year as to give no cause for concern.
2. Assets under management and changes thereto. During the year there were small net inflows.  As pension funds, particularly in the UK, review their strategies for managing their exposure to liabilities, there may well continue to be a reduction in their equity exposure. While the group is exposed to this risk, the risk is mitigated by the group’s mix of business which includes a substantial proportion of North American business, and of business with foundations and endowment funds which do not face the same prospects.
3. Investment performance. The group manages highly committed portfolios, concentrated in a limited number of holdings, and with little attention to indices whose composition has no influence on the group’s investment decisions. Consequently, performance from year to year, and over a period of years,  in relation to such indices may differ significantly. The group’s emphasis is on long term performance. The risk of disappointing clients in the short term is mitigated by the emphasis the group places on its long term approach when communicating to prospective investors.

Page 1

 


OLDFIELD & CO. (LONDON) LTD
 



GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020

4. Staff retention. The group hopes to maintain both a culture and a remuneration structure which are attractive to employees and to partners in the group’s limited liability partnership. There has been low staff turnover since the group’s inception. 

Plans for future
 
The group intends to continue doing what it has been doing since inception: the management of equity portfolios with a particular, highly defined, investment approach. The directors believe that the group will continue to perform satisfactorily in the future.
Policy on the payment of creditors
The group makes payments to all outstanding creditors promptly.
Financial risk management objectives and policies
The group has a conservative approach to financial risk. Borrowings are a small part of total capital. Complexity is avoided. The group holds or issues financial instruments in order to achieve three main objectives, being:
(a) to finance its operations;
(b) to manage its exposure to interest and currency risks arising from its operations and from its sources of finance; and
(c) for trading purposes.
In addition, various items such as trade debtors, trade creditors and accruals, which may be classed as financia instruments, arise directly from the group's operations. Transactions in financial instruments result in the group assuming or transferring to another party one or more of the financial risks described below.
Credit risk
The group monitors credit risk closely and considers that its current policies of credit checks meet its objectives of
managing exposure to credit risk.
The group has no significant concentrations of credit risk. Amounts shown in the balance sheet represent the maximum credit risk exposure in the event that other parties fail to perform their obligations under financial instruments.
Currency risk
The group operates internationally and is exposed to foreign exchange risk arising from currency exposures as a result of investment management fees being paid in currencies other than sterling. Foreign exchange risk arises from commercial transactions, recognised assets and liabilities and net investments in foreign operations.
The group manages its holding of foreign currencies. Once received, revenues arising in a foreign currency are generally converted to sterling in order to ensure that the impact of currency fluctuations on the group is reduced.

Directors' statement of compliance with duty to promote the success of the Group
 
The board of directors of Oldfield & Co. (London) Limited consider that they have fulfilled their individual and collective duty under section 172(1) of the Companies Act 2006 to act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of shareholders as a whole and in doing so, have regard to a number of broader matters which are set out below.
Oldfield & Co. (London) Limited (OC) is a holding company whose main operating subsidiary is Oldfield Partners LLP (OP). OC’s success is entirely dependent on the success of OP.
OP’s long-term value style of investment requires patience by clients and staff alike. Staff incentivisation is required in order to ensure the long-term viability of OP. To achieve that arrangements are being put in place so that employees participate in the profits of OP. It is also planned that existing LLP members involved in management will increase their unit holdings over time. The directors believe that both these measures will align staff and partner incentivisation with the success of OP.

Page 2

 


OLDFIELD & CO. (LONDON) LTD
 



GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020

OC’s directors receive regular reports from the Chief Executive on staff matters and staff turnover is regarded as a key performance indicator. Annual salary reviews are supplemented by regular benchmarking exercises. The non-executive directors’ other business interests ensure that they have a very clear idea of best practice in the way that OP treats its staff.
OP engages with suppliers on terms appropriate to its size and pays supplier invoices promptly.
OP’s clients are its key relationship and the principal key performance indicator for LLP members and OC’s directors alike. Reports are made to both members and directors on prospective and actual clients, and business development. The reasons for significant customer redemptions are scrutinised by both bodies.
OP is authorised and regulated by the FCA and also by a number of overseas regulators. OP is conscious of its responsibility to regulators and that it is only authorised to deal with professional investors. OP’s members as well as OC’s directors receive regular reports from the Compliance Officer and also from OP’s independent compliance consultant. The compliance consultant also has the right of direct access to OP’s members and OC’s directors if required.
OP’s members and OC’s directors are acutely conscious of the need to maintain the highest standard of business conduct and compliance policies were updated in accordance with the requirements of the FCA Senior Managers and Certification Regime. The Code of Ethics, including the personal account dealing policy, was also updated to remain in accordance with best practice.
Community engagement by staff is encouraged and a number of staff are actively engaged with projects within their own communities. The OP charity committee has a charitable giving programme which is overseen by a charity committee drawn from staff from all parts of the firm. The charitable giving supports a wide variety of projects mostly in the UK.
OP aims to minimise its own environmental impact and to become carbon neutral in the next few years. OP engages with the Environmental, Social and Governance (ESG) aspects of companies in which we invest. OP believes responsible ownership and ESG engagement are a necessary part of its fiduciary duty to its investors. OP is a Tier 1 respondent to the UK Stewardship Code, and a signatory to UN Principles for Responsible Investment (PRI) with an A rating.
OC’s directors are responsible for ensuring the fair treatment of all shareholders in accordance with OC’s articles of association and the various shareholders’ agreements. One of the non-executive directors is responsible for liaison with the external A shareholders and also represents them at board meetings. The executive directors are B shareholders and similarly represent the interests of that share class.


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



R J Oldfield (Chairman)
Director

Date: 25 June 2020

Page 3

 


OLDFIELD & CO. (LONDON) LTD
 


 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2020

The directors present their report and the financial statements for the year ended 31 March 2020.

Directors

The directors who served during the year were:

J D S Booth 
J A Carter 
M D Katzenellenbogen 
J G McEwing 
R J Oldfield (Chairman) 
N O StC Waller 
S M Wood 

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 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 for the Group's financial statements and then apply them consistently;

make judgments and accounting 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 Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Dividends

Particulars of dividends are detailed in note 11 to the financial statements.

Matters covered in the strategic report

The Company has chosen in accordance with Section 414C(II) of the Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2013 to set out within the Company’s Strategic Report, the information required by Schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008. This include information that would have been included in the business review, details of the principal risks and uncertainties and the company's approach to compliance with Section 172(1) of the Companies Act 2006.

Page 4

 


OLDFIELD & CO. (LONDON) LTD
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

Under section 487(2) of the Companies Act 2006Menzies LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

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





J G McEwing
Director

Date: 25 June 2020

Page 5

 


OLDFIELD & CO. (LONDON) LTD
 

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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLDFIELD & CO. (LONDON) LTD

Opinion


We have audited the financial statements of Oldfield & Co. (London) Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 March 2020, which comprise the Group Statement of Comprehensive Income, the Group and Company Statements of Financial Position, the Group Statement of Cash Flows, the Group and Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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's affairs as at 31 March 2020 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 United Kingdom, including the Financial Reporting Council'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 or the parent 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 included in the Annual Report, other than the financial statements and our Auditors' Report 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 statementsour 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.
Page 6

 


OLDFIELD & CO. (LONDON) LTD


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLDFIELD & CO. (LONDON) LTD (CONTINUED)



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 Group 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 Group 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 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 Directors' Report.


We have nothing to report in respect of the following matters in relation to which 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 Directors' Responsibilities Statement on page 4, 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 is 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 an Auditors' 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 financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Page 7

 


OLDFIELD & CO. (LONDON) LTD


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLDFIELD & CO. (LONDON) LTD (CONTINUED)

Use of our report
 

This report is made solely to the Company's members in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our 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 for our audit work, for this report, or for the opinions we have formed.





Andrew Cook FCA (Senior Statutory Auditor)
  
for and on behalf of
Menzies LLP
 
Chartered Accountants
Statutory Auditor
  
Lynton House
7-12 Tavistock Square
London
WC1H 9LT

25 June 2020
Page 8

 


OLDFIELD & CO. (LONDON) LTD
 


 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2020

2020
2019
Note
£
£

  

Turnover
 4 
19,971,127
19,672,053

Cost of sales
  
(7,375)
(12,824)

Gross profit
  
19,963,752
19,659,229

Administrative expenses
  
(6,067,137)
(6,991,628)

Other operating income
  
26,167
-

Fair value movements
  
(39,466)
7,059

Operating profit
 5 
13,883,316
12,674,660

Interest receivable and similar income
 9 
62,930
34,603

Profit before taxation
  
13,946,246
12,709,263

Tax on profit
 10 
(288,641)
(267,389)

Profit for the financial year
  
13,657,605
12,441,874

  

Currency translation differences
  
(62,428)
23,106

Other comprehensive income for the year
  
(62,428)
23,106

  

Total comprehensive income for the year
  
13,595,177
12,464,980

Profit for the year attributable to:
  

Non-controlling interests
  
12,574,595
11,316,675

Owners of the parent Company
  
1,083,010
1,125,199

  
13,657,605
12,441,874

Total comprehensive income for the year attributable to:
  

Non-controlling interest
  
12,574,595
11,316,675

Owners of the parent Company
  
1,020,582
1,148,305

  
13,595,177
12,464,980

The notes on pages 16 to 28 form part of these financial statements.

Profits for the year are attributed between non-controlling interests and owners of the parent company on the basis of anticipated profit allocations.

Page 9

 


OLDFIELD & CO. (LONDON) LTD
REGISTERED NUMBER:5174962



CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2020

2020
2019
Note
£
£

Fixed assets
  

Tangible assets
 12 
53,234
55,888

Investments
 13 
104,630
140,867

  
157,864
196,755

Current assets
  

Debtors: amounts falling due within one year
 14 
4,314,879
5,823,252

Cash at bank and in hand
 15 
11,070,412
9,879,570

  
15,385,291
15,702,822

Creditors: amounts falling due within one year
 16 
(2,074,565)
(3,710,504)

Net current assets
  
 
 
13,310,726
 
 
11,992,318

Total assets less current liabilities
  
13,468,590
12,189,073

Provisions for liabilities
  

Deferred taxation
 19 
(8,672)
(7,336)

  
 
 
(8,672)
 
 
(7,336)

Net assets
  
13,459,918
12,181,737


Capital and reserves
  

Called up share capital 
 20 
1,000,000
1,000,000

Profit and loss account
 21 
12,126,175
10,846,927

Equity attributable to owners of the parent Company
  
13,126,175
11,846,927

Non-controlling interests
  
333,743
334,810

  
13,459,918
12,181,737


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




J G McEwing
Director
Date: 25 June 2020

The notes on pages 16 to 28 form part of these financial statements.

Page 10

 


OLDFIELD & CO. (LONDON) LTD
REGISTERED NUMBER:5174962



COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2020

2020
2019
Note
£
£

Fixed assets
  

Tangible assets
 12 
53,234
55,888

Investments
 13 
1,300,000
1,300,000

  
1,353,234
1,355,888

Current assets
  

Debtors: amounts falling due within one year
 14 
461,258
481,208

Cash at bank and in hand
 15 
50,975
37,691

  
512,233
518,899

Creditors: amounts falling due within one year
 16 
(818,097)
(842,814)

Net current liabilities
  
 
 
(305,864)
 
 
(323,915)

Total assets less current liabilities
  
1,047,370
1,031,973

  

  

Net assets
  
1,047,370
1,031,973


Capital and reserves
  

Called up share capital 
 20 
1,000,000
1,000,000

Profit and loss account brought forward
  
31,973
31,557

Profit for the year
  
994,366
1,477,373

Dividends

  

(978,969)
(1,476,957)

Profit and loss account carried forward
  
47,370
31,973

  
1,047,370
1,031,973


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


J G McEwing
Director
Date: 25 June 2020

The notes on pages 16 to 28 form part of these financial statements.

Page 11

 


OLDFIELD & CO. (LONDON) LTD
 



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2020


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity

£
£
£
£
£


At 1 April 2018
1,000,000
14,054,029
15,054,029
359,887
15,413,916



Profit for the year
-
1,125,199
1,125,199
11,316,675
12,441,874

Currency translation differences
-
23,106
23,106
-
23,106
Total comprehensive income for the year
-
1,148,305
1,148,305
11,316,675
12,464,980

Dividends
-
(1,476,957)
(1,476,957)
-
(1,476,957)

Non-controlling interests withdrawals
-
-
-
(14,220,202)
(14,220,202)

Unallocated proft transfer to/from Minority Interests
-
(2,878,450)
(2,878,450)
2,878,450
-


Total transactions with owners
-
(4,355,407)
(4,355,407)
(11,341,752)
(15,697,159)



At 1 April 2019
1,000,000
10,846,927
11,846,927
334,810
12,181,737



Profit for the year
-
1,083,010
1,083,010
12,574,595
13,657,605

Currency translation differences
-
(62,428)
(62,428)
-
(62,428)
Total comprehensive income for the year
-
1,020,582
1,020,582
12,574,595
13,595,177

Dividends
-
(978,969)
(978,969)
-
(978,969)

Non-controlling interests withdrawals
-
-
-
(11,340,027)
(11,340,027)

Amounts introduced
-
-
-
2,000
2,000

Unallocated proft transfer to/from Minority Interests
-
1,237,635
1,237,635
(1,237,635)
-


Total transactions with owners
-
258,666
258,666
(12,575,662)
(12,316,996)


At 31 March 2020
1,000,000
12,126,175
13,126,175
333,743
13,459,918


The notes on pages 16 to 28 form part of these financial statements.

The profit and loss account balance carried forward includes £11,881,628 (2019: £10,547,403) of unallocated profits within the subsidiary LLP.

Page 12

 


OLDFIELD & CO. (LONDON) LTD
 



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2020


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 April 2018
1,000,000
31,557
1,031,557



Profit for the year
-
1,477,373
1,477,373

Dividends
-
(1,476,957)
(1,476,957)



At 1 April 2019
1,000,000
31,973
1,031,973



Profit for the year
-
994,366
994,366

Dividends
-
(978,969)
(978,969)


At 31 March 2020
1,000,000
47,370
1,047,370


The notes on pages 16 to 28 form part of these financial statements.

Page 13

 


OLDFIELD & CO. (LONDON) LTD
 



CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2020

2020
2019
£
£

Cash flows from operating activities

Profit for the financial year
13,657,605
12,441,874

Adjustments for:

Depreciation of tangible assets
50,304
59,958

Interest receivable
(62,930)
(34,603)

Taxation charge
288,641
267,389

Decrease/(increase) in debtors
1,508,373
(1,082,084)

(Decrease)/increase in creditors
(1,626,020)
1,278,992

Net fair value losses/(gains) recognised in P&L
39,466
(7,059)

Corporation tax (paid)
(297,224)
(409,929)

Foreign exchange
(62,428)
23,106

Net cash generated from operating activities

13,495,787
12,537,644


Cash flows from investing activities

Purchase of tangible fixed assets
(47,650)
(20,468)

Purchase of investments
(1,294)
(1,085)

Interest received
62,930
34,603

Foreign exchange on investments
(1,935)
(356)

Net cash from investing activities

12,051
12,694

Cash flows from financing activities

Amounts introduced by non controlling interests
2,000
-

Dividends paid
(978,969)
(1,476,957)

Withdrawals by non controlling interests
(11,340,027)
(14,220,202)

Net cash used in financing activities
(12,316,996)
(15,697,159)

Net increase/(decrease) in cash and cash equivalents
1,190,842
(3,146,821)

Cash and cash equivalents at beginning of year
9,879,570
13,026,391

Cash and cash equivalents at the end of year
11,070,412
9,879,570


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
11,070,412
9,879,570

11,070,412
9,879,570


The notes on pages 16 to 28 form part of these financial statements.

Page 14

 


OLDFIELD & CO. (LONDON) LTD
 



CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2020




At 1 April 2019
Cash flows
At 31 March 2020
£

£

£

Cash at bank and in hand

9,879,570

1,190,842

11,070,412


9,879,570
1,190,842
11,070,412

The notes on pages 16 to 28 form part of these financial statements.

Page 15

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

1.


General information

Oldfield & Co. (London) Limited is a private limited liability company incorporated in England and Wales and domiciled in the United Kingdom. The address of its registered office and principal place of business is disclosed on the company information page. The nature of the company's operations and its principal activities are set out in the strategic report.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Disclosure exemptions

The parent company, which is included in the consolidation, satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102: 
(a) Disclosures in respect of each class of share capital have not been presented. 
(b) No cash flow statement has been presented for the company. 
(c) Disclosures in respect of financial instruments have not been presented. 
(d) No disclosure has been given for the aggregate remuneration of key management personnel. 

 
2.3

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity. These interests consist of the amount of those interests at the date of investment and the share of changes in equity since the date of the combination. The profits attributable to the non-controlling interests represent the share of profits of individual partners of Oldfield Partners LLP.

  
2.4

Revenue recognition

Turnover represents amounts receivable for managing investment portfolios and advisory fees. Fees are charged as a percentage of the portfolios under management or advice. Fees are invoiced in arrears on a monthly or quarterly basis and are included in the statement of comprehensive income as the service is provided.

Page 16

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

2.Accounting policies (continued)

 
2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Consolidated Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to the Consolidated Statement of Comprehensive Income on a straight line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in the Consolidated Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

Page 17

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

2.Accounting policies (continued)

 
2.8

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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 and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of Financial Position date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.9

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Long-term leasehold property
-
20%
straight line
Fixtures and fittings
-
33%
straight line
Office equipment
-
25%
straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Consolidated Statement of Comprehensive Income.

Page 18

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

2.Accounting policies (continued)

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted shares are remeasured to market value at each Statement of Financial Position date. Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period.

  
2.11

 Financial instruments

A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. 
Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Debt instruments are subsequently measured at amortised cost. 
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. 
Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported. These estimates and judgments are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 
In the opinion of the management there are no significant judgments or estimates that would have a significant effect on the amounts recognised in the financial statements.

Page 19

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

4.


Turnover

The whole of the turnover is attributable to the rendering of services as the sole business activity as disclosed in the Strategic Report.

Analysis of turnover by country of destination:

2020
2019
£
£

United Kingdom
3,470,623
3,403,485

Rest of Europe
7,013,041
6,875,341

Rest of the world
9,487,463
9,393,227

19,971,127
19,672,053



5.


Operating profit

The operating profit is stated after charging:

2020
2019
£
£

Exchange differences
(165,930)
(121,951)

Other operating lease rentals
206,080
201,780


6.


Auditors' remuneration

2020
2019
£
£


Fees payable to the Group's auditor for the audit of the Group's annual financial statements
9,000
7,330


Fees payable to the Group's auditor and its associates in respect of:


Audit of subsidiary company accounts
12,000
11,000

Other assurance services
1,500
2,475

Taxation compliance services
3,500
3,235

Other services
27,275
23,350

44,275
40,060

Page 20

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

7.


Employees

Staff costs were as follows:


Group
Group
Company
Company
2020
2019
2020
2019
£
£
£
£


Wages and salaries
2,243,844
2,659,201
99,000
114,000

Social security costs
275,685
292,932
10,089
12,247

Cost of defined contribution scheme
73,724
80,171
-
-

2,593,253
3,032,304
109,089
126,247

The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2020
        2019
        2020
        2019
            No.
            No.
            No.
            No.









Administrative staff
5
5
3
3



Management staff
14
17
-
-

19
22
3
3


8.


Directors' remuneration

2020
2019
£
£

Directors' emoluments
99,000
114,000

99,000
114,000



9.


Interest receivable

2020
2019
£
£


Other interest receivable
62,930
34,603

62,930
34,603

Page 21

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

10.


Taxation


2020
2019
£
£

Corporation tax


Current tax on profits for the year
271,893
259,117

Adjustments in respect of previous periods
(1,040)
-


270,853
259,117

Foreign tax


Foreign tax on income for the year
16,452
9,444

Total current tax
287,305
268,561

Deferred tax


Origination and reversal of timing differences
1,336
(1,172)

Total deferred tax
1,336
(1,172)


Taxation on profit on ordinary activities
288,641
267,389

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2019 - lower than) the standard rate of corporation tax in the UK of 19% (2019 - 19%). The differences are explained below:

2020
2019
£
£


Profit on ordinary activities before tax
13,946,246
12,709,263


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2019 - 19%)
2,649,787
2,414,760

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
16,252
13,115

Capital allowances for year in excess of depreciation
1,387
6,781

Adjustments to tax charge in respect of prior periods
(1,040)
-

Overseas tax adjustment
5,770
(460)

Non-controlling interest subject to personal tax
(2,383,515)
(2,166,807)

Total tax charge for the year
288,641
267,389

Page 22

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
 
10.Taxation (continued)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


11.


Dividends

Dividends paid during the year:
2020
2019
£
£


Dividends on ordinary shares
978,969
1,476,957

978,969
1,476,957

Dividends of £3.92  per share (2019: £5.91 per share) were declared and paid on ordinary "A" shares in the year.
On 16 June 2020 the directors proposed and approved a dividend of £1,060,829 (2019: £978,969 approved on 11 June 2019)


12.


Tangible fixed assets

Group and Company






Long-term leasehold property
Fixtures and fittings
Office equipment
Total

£
£
£
£



Cost or valuation


At 1 April 2019
95,356
106,893
370,076
572,325


Additions
-
1,671
45,979
47,650



At 31 March 2020

95,356
108,564
416,055
619,975



Depreciation


At 1 April 2019
73,588
99,825
343,024
516,437


Charge for the year on owned assets
21,768
3,218
25,318
50,304



At 31 March 2020

95,356
103,043
368,342
566,741



Net book value



At 31 March 2020
-
5,521
47,713
53,234



At 31 March 2019
21,768
7,068
27,052
55,888

Page 23

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

13.


Fixed asset investments

Group





Unlisted investments

£



Cost or valuation


At 1 April 2019
140,867


Additions
1,294


Foreign exchange movement
1,935


Revaluations
(39,466)



At 31 March 2020
104,630




Company





Investments in subsidiary companies

£



Cost or valuation


At 1 April 2019
1,300,000



At 31 March 2020
1,300,000





Subsidiary undertakings


Each of the members of Oldfield Partners LLP, including Oldfield & Co. (London) Limited, has contributed capital to Oldfield Partners LLP. The capital contributed by Oldfield & Co. (London) Limited is 75.80% (2019: 75.89%) of total capital contributed by members. 


Oldfield Partners LLP holds investments in the following companies:

Name

Registered office

Class of shares

Holding

Oldfield Partners US LLC
 LLC)
c/o The Corporation Trust Company 1209 Orange Street, Wilmington, Delaware 19801,USA
USA
100%
Overstone CCF Management Limited
c/o Northern Trust International Fund Administration Services (Ireland) Limited, George’s Court, 54-62 Townsend Street, Dublin 2, Ireland
Ireland
100%

All entities above are included within these consolidated financial statements.

Page 24

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

14.


Debtors

Group
Group
Company
Company
2020
2019
2020
2019
£
£
£
£


Trade debtors
3,852,695
3,867,732
-
-

Amounts owed by group undertakings
-
-
7,996
25,920

Other debtors
8,703
1,545,784
130
-

Prepayments and accrued income
453,481
409,736
209,118
227,868

Deferred taxation
-
-
244,014
227,420

4,314,879
5,823,252
461,258
481,208



15.


Cash and cash equivalents

Group
Group
Company
Company
2020
2019
2020
2019
£
£
£
£

Cash at bank and in hand
11,070,412
9,879,570
50,975
37,691

11,070,412
9,879,570
50,975
37,691



16.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2020
2019
2020
2019
£
£
£
£

Trade creditors
293,416
486,929
78,379
71,923

Amounts owed to group undertakings
-
-
523,113
575,434

Corporation tax
120,430
130,349
120,122
130,349

Other taxation and social security
210,914
155,817
68,985
12,335

Other creditors
51,990
1,573,871
1,730
1,730

Accruals and deferred income
1,397,815
1,363,538
25,768
51,043

2,074,565
3,710,504
818,097
842,814


Page 25

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

17.


Financial instruments

Group
Group
2020
2019
£
£

Financial assets

Financial assets measured at fair value through profit or loss
104,630
1,684,065


Financial liabilities

Other financial liabilities measured at fair value through profit or loss
-
1,538,185


Financial assets measured at fair value through profit or loss comprise of unlisted investments and foreign exchange contracts.


Other financial liabilities measured at fair value through profit and loss comprise of foreign exchange contracts.


18.


 Hedging instruments

During the previous year the Group entered into a hedging contract to mitigate the impact of foreign exchange fluctuations. The fair value of the financial instruments at 31 March 2020 was £nil (2019: £1,543,198) included within other debtors measured at fair value through profit or loss, and £nil  (2019: £1,538,185) included with other creditors measured at fair value through profit or loss


19.


Deferred taxation


Group



2020


£






At beginning of year
(7,336)


Charged to profit or loss
(1,336)



At end of year
(8,672)

Page 26

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
 
19.Deferred taxation (continued)

Company


2020


£






At beginning of year
227,420


Charged to profit or loss
16,594



At end of year
244,014

Group
Group
Company
Company
2020
2019
2020
2019
£
£
£
£

Accelerated capital allowances
(8,672)
(7,336)
(8,672)
(7,336)

Deferral of subsidiaries profit distributions
-
-
252,686
234,756

(8,672)
(7,336)
244,014
227,420


20.


Share capital

2020
2019
£
£
Authorised, allotted, called up and fully paid



250,000 (2019 - 250,000) A class ordinary shares of £1.00 each
250,000
250,000
750,000 (2019 - 750,000) B class ordinary shares of £1.00 each
750,000
750,000

1,000,000

1,000,000

'A’ shares are entitled to a priority dividend in respect of income derived by the company from the company’s subsidiary Oldfield Partners LLP, as defined in the Articles. ‘B’ shares have a priority entitlement to distribution of any other amounts paid from the subsidiary and the shares rank pari passu for all other distributions. On a return of capital on liquidation or otherwise, ‘A’ and ‘B’ shares have a priority right to any accrued undistributed income as calculated above but otherwise rank pari passu for distributions. ‘A’ shareholders have the right to appoint a director to the company. Save for the above, ‘A’ Shares and ‘B’ shares shall carry the same rights and shall rank pari passu in all respects as if they were the same class of shares.



21.


Reserves

Profit and loss account

This reserve records retained earnings and accumulated losses.

Page 27

 


OLDFIELD & CO. (LONDON) LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020

22.


Commitments under operating leases

At 31 March 2020 the Group had future minimum lease payments under non-cancellable operating leases as follows:


Group
Group
2020
2019
£
£

Not later than 1 year
316,196
353,556

Later than 1 year and not later than 5 years
895,888
1,084,259

1,212,084
1,437,815

The Company had no commitments under non-cancellable operating leases at the reporting date.


23.


Related party transactions

Group 
The ultimate controlling party of the group is R J Oldfield. 
Key management personnel include members of Oldfield Partners LLP, who are also directors of the Company, that have authority and responsibility for planning, directing and controlling the activities of the group. The total priority profit share entitlement paid to key management personnel in the year to 31 March 2020 was £687,892 (2019 : £675,000).  In addition to this, key management personnel received remuneration in the year to 31 March 2020 of £5,527,811 (2019: £7,783,453) in relation to the unallocated profits of Oldfield Partners LLP from the previous year.
Company 
At the balance sheet date the following amounts were outstanding: Owed to Oldfield Partners LLP by Oldfield & Co. (London) Limited: £523,113 (2019: £575,434) in respect of trading.
During the year the following transactions took place: 
Management fees of £308,179 (2019: £339,104) were charged to Oldfield Partners LLP. 
During the previous year Oldfield Partners LLP incurred a one-off licence fee of 2019: £1,500 for the use of artwork payable to a close family member of key management. At the balance sheet date the amount owing under this transaction was £nil. The Members consider that this transaction was concluded on an arms-length basis.

 
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