ACCOUNTS - Final Accounts


Caseware UK (AP4) 2021.0.152 2021.0.152 2021-12-312022-05-242021-12-312022-05-242021-01-01true93false110truetruefalsetrue 02352951 2021-01-01 2021-12-31 02352951 2020-01-01 2020-12-31 02352951 2021-12-31 02352951 2020-12-31 02352951 2020-01-01 02352951 c:Exceptional 2021-01-01 2021-12-31 02352951 c:Exceptional 2020-01-01 2020-12-31 02352951 d:CompanySecretary1 2021-01-01 2021-12-31 02352951 d:Director1 2021-01-01 2021-12-31 02352951 d:Director3 2021-01-01 2021-12-31 02352951 d:Director4 2021-01-01 2021-12-31 02352951 d:Director5 2021-01-01 2021-12-31 02352951 d:RegisteredOffice 2021-01-01 2021-12-31 02352951 c:Buildings 2021-01-01 2021-12-31 02352951 c:Buildings 2021-12-31 02352951 c:Buildings 2020-12-31 02352951 c:Buildings c:OwnedOrFreeholdAssets 2021-01-01 2021-12-31 02352951 c:FurnitureFittings 2021-01-01 2021-12-31 02352951 c:FurnitureFittings 2021-12-31 02352951 c:FurnitureFittings 2020-12-31 02352951 c:FurnitureFittings c:OwnedOrFreeholdAssets 2021-01-01 2021-12-31 02352951 c:OwnedOrFreeholdAssets 2021-01-01 2021-12-31 02352951 c:Goodwill 2021-12-31 02352951 c:Goodwill 2020-12-31 02352951 c:CurrentFinancialInstruments 2021-12-31 02352951 c:CurrentFinancialInstruments 2020-12-31 02352951 c:CurrentFinancialInstruments c:WithinOneYear 2021-12-31 02352951 c:CurrentFinancialInstruments c:WithinOneYear 2020-12-31 02352951 c:ReportableOperatingSegment1 2021-01-01 2021-12-31 02352951 c:ReportableOperatingSegment1 2020-01-01 2020-12-31 02352951 e:UnitedKingdom 2021-01-01 2021-12-31 02352951 e:UnitedKingdom 2020-01-01 2020-12-31 02352951 c:UKTax 2021-01-01 2021-12-31 02352951 c:UKTax 2020-01-01 2020-12-31 02352951 c:ShareCapital 2021-01-01 2021-12-31 02352951 c:ShareCapital 2021-12-31 02352951 c:ShareCapital 2020-01-01 2020-12-31 02352951 c:ShareCapital 2020-12-31 02352951 c:ShareCapital 2020-01-01 02352951 c:RevaluationReserve 2021-01-01 2021-12-31 02352951 c:RevaluationReserve 2021-12-31 02352951 c:RevaluationReserve 2020-01-01 2020-12-31 02352951 c:RevaluationReserve 2020-12-31 02352951 c:RevaluationReserve 2020-01-01 02352951 c:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 02352951 c:RetainedEarningsAccumulatedLosses 2021-12-31 02352951 c:RetainedEarningsAccumulatedLosses 2020-01-01 2020-12-31 02352951 c:RetainedEarningsAccumulatedLosses 2020-12-31 02352951 c:RetainedEarningsAccumulatedLosses 2020-01-01 02352951 d:OrdinaryShareClass1 2021-01-01 2021-12-31 02352951 d:OrdinaryShareClass1 2021-12-31 02352951 d:OrdinaryShareClass1 2020-12-31 02352951 d:FRS102 2021-01-01 2021-12-31 02352951 d:Audited 2021-01-01 2021-12-31 02352951 d:FullAccounts 2021-01-01 2021-12-31 02352951 d:PrivateLimitedCompanyLtd 2021-01-01 2021-12-31 02352951 c:Subsidiary1 2021-01-01 2021-12-31 02352951 c:Subsidiary1 1 2021-01-01 2021-12-31 02352951 c:Subsidiary2 2021-01-01 2021-12-31 02352951 c:Subsidiary2 1 2021-01-01 2021-12-31 02352951 c:AcceleratedTaxDepreciationDeferredTax 2021-12-31 02352951 c:AcceleratedTaxDepreciationDeferredTax 2020-12-31 02352951 c:RetirementBenefitObligationsDeferredTax 2021-12-31 02352951 c:RetirementBenefitObligationsDeferredTax 2020-12-31 02352951 c:OtherDeferredTax 2021-12-31 02352951 c:OtherDeferredTax 2020-12-31 02352951 c:Goodwill c:ExternallyAcquiredIntangibleAssets 2021-01-01 2021-12-31 02352951 2 2021-01-01 2021-12-31 02352951 4 2021-01-01 2021-12-31 02352951 5 2021-01-01 2021-12-31 02352951 6 2021-01-01 2021-12-31 02352951 c:Goodwill c:OwnedIntangibleAssets 2021-01-01 2021-12-31 xbrli:shares iso4217:GBP xbrli:pure

Company Registered Number: 02352951










DENTONS PENSION MANAGEMENT LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
COMPANY INFORMATION


Directors
M C Rose 
I Stewart 
D M Fox 
D C Holloway 




Company secretary
B Spooner



Registered number
02352951



Registered office
Sutton House
Weyside Park

Catteshall Lane

Godalming

Surrey

GU7 1XE




Independent auditor
MHA MacIntyre Hudson
Statutory Auditor

6th Floor

2 London Wall Place

London

EC2Y 5AU





 
DENTONS PENSION MANAGEMENT LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 4
Directors' Report
 
5 - 6
Independent Auditor's Report
 
7 - 10
Statement of Comprehensive Income
 
11
Balance Sheet
 
12
Statement of Changes in Equity
 
13
Notes to the Financial Statements
 
14 - 30


 
DENTONS PENSION MANAGEMENT LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2021

Introduction
 
The Directors have pleasure in presenting the Strategic Report of the Company for the year ended 31 December 2021.

Business review
 
During the year the Company continued to perform well in terms of cash generation and capital value growth.Turnover has rebounded from the pandemic-affected 2020 year with a combination of organic and acquired growth.  Profit before tax increased by nearly 8% over the previous year thanks to strict control of costs.
The Company has continued to win awards. Since 2012 we have received five stars on nine occasions in the Financial Adviser Service Awards, as voted for by Financial Advisers. These externally accredited awards are a testament to our dedicated, knowledgeable and experienced pension consultants and administrative staff and to the quality of our SIPP and SSAS products.
The Company’s balance sheet remains strong. The freehold of the property from which the Company operates is owned and is unencumbered. 
It is the Directors’ belief that, having continued to invest in its own bespoke software, which provides an 
in-house scalable resource, the Company has the capacity to make further acquisitions without significantly increasing its operating costs.
The Company’s in-house IT capability also gives greater flexibility in the management of the risks associated with cyber security.  The necessity during 2020 to operate with staff working from home has resulted in a strengthening of the backup of data which has in turn given the Company greater resilience in dealing with any future cyber attack or degradation of premises. 
The Company has successfully integrated its acquisitions to date including the Brown Shipley pension administration business and professional trustee company which the Directors believe has been a transformational acquisition. In addition to this, in February 2021 the Company made a further acquisition of the SSAS book of MAB Pensions Limited, which is now fully integrated.
The Directors remain confident that the Company will continue to be well-placed to meet the regulatory rules covering capital adequacy and reserves which were maintained during the year at a level substantially in excess of FCA requirements.
 
Page 1

 
DENTONS PENSION MANAGEMENT LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021

Key Priorities
The key priorities for the Company for 2022 are:-
 
the growth of the SIPP and SSAS books by acquisition and internal generation with the resulting          increases in profitability and capital value;
the continued emphasis on the marketing programmes for the pension business, including following on with the successful and popular webinars developed to meet the special circumstances of 2020;
continued investment in staff resources and infrastructure in order to maintain the high level of customer service;
ensure total UK coverage with business development managers for the pension business located in all regions.

Principal risks and uncertainties
 
The Directors have reviewed the key risks to which the Company is exposed together with the operating and financial compliance controls which have been implemented to mitigate those risks. The main risks are as follows:-
COVID-19
In common with all businesses in the UK, the Company has been impacted by the government's response to the COVID-19 pandemic. The Directors have taken steps to minimise the impact on the Company in line with the government's advice and recommendations. In the short-term, the Company has successfully contained the adverse effects of the pandemic. The Directors consider that it is well-placed, particularly in cash terms, to ensure that there are no long-term structural consequences on its business.
Treasury taxation policy
The UK government continues to review the tax regime relating to pensions and may introduce changes which could reduce the advantages of pension provision to the Company's target client base. The Company is well placed to reduce costs should a significant fall-off in business result from such changes.
Compliance
The Company’s pension business is regulated by the Financial Conduct Authority (FCA). The risk is that the Company does not comply with the relevant requirements and standards of the regulatory framework or there is a change in accepted industry practice which could lead to past liabilities.
A strong compliance policy and team are in place and they are responsible for ensuring that all new rules and regulations and changes in industry practice are adopted in accordance with the relevant timescales.
The requirement by the FCA for additional reserves to be held could have an impact on future growth. The Directors believe that there are more than adequate financial resources available to the Company to enable it to meet any such additional requirements. It is expected that the administrative costs associated with additional regulation will continue to increase.
 
Page 2

 
DENTONS PENSION MANAGEMENT LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021

Competition
The Directors consider that the Company is well-placed in the current environment to compete effectively in its target segment. The Company’s ability to reduce costs following a change in the competitive environment will protect it against aggressive price reductions by competitors to gain market share. Furthermore, the Company will continue to compete on the basis of ethical standards and service delivery rather than price.  The continued consolidation in the personal pension industry has the effect of reducing the amount of competition in the market sector in which the business operates.
IT Security
The Directors continue to attach high priority to managing the risks posed by IT security breaches. The Company keeps under review its performance against the relevant standards and has invested in software and hardware to ensure that its systems are compliant. In addition, the Company maintains its compliance with General Data Protection Regulation (GDPR).

Key financial performance indicators
 
The key financial performance indicators are:
         2021    2020
              £         £
Turnover        10,524,024     8,131,027
EBITDA          1,917,705       1,963,268
The overall result for the year is broken down as follows:
         2021    2020
              £         £
EBITDA before exceptional items     2,440,674       1,963,268
Exceptional item          522,969         -
EBITDA        1,917,705     1,963,268      
The Directors and management take the view that EBITDA, at a time when the Company is expanding through acquisitions, accurately reflects the growth of its business before taking into account the writing off of goodwill arising as a result of those acquisitions. Consequently EBITDA is used as the principal measure of the Company's financial performance.

Other key performance indicators
 
Other key performance indicators are considered to be client satisfaction and client and staff retention. The Directors monitor these areas using internal data and client and introducer feed-back and consider that the Company achieved a high standard by comparison to the pension industry in both areas.  The high number of awards won and the scheme retention rates achieved in relation to acquisitions provide further testimony to the quality of service provided.

Page 3

 
DENTONS PENSION MANAGEMENT LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021


This report was approved by the Board and signed on its behalf by:





................................................
I Stewart
Director
Date: 24 May 2022

Page 4

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2021

The Directors present their report and the financial statements for the year ended 31 December 2021.

Principal activity

The Company's principal activity during the year was pension scheme administration.

Results and dividends

Dividends of £150,000 were proposed for the year ended 31 December 2021 (2020 - £200,000).

The profit for the year, after taxation, amounted to £1,222,444 (2020 - £1,257,904).

Directors

The Directors who served during the year were:

M C Rose 
I Stewart 
D M Fox 
D C Holloway 

D I Fowler, a Director during the year, resigned on 20 May 2021.

Directors' responsibilities statement

The Directors are responsible for preparing the Strategic Report, the Directors' Report 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 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 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 for the Company'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 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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 5

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021

Matters included in the Strategic Report

In accordance with section 414C of the Companies Act 2006 the Directors have chosen to include the following items in the Strategic Report:
 
Strategy of the Company
Risks and performance
Future developments

Disclosure of information to auditor

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's auditor is 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's auditor is aware of that information.

Post Balance Sheet events

There were no post Balance Sheet events.

This report was approved by the Board and signed on its behalf by:
 




................................................
I Stewart
Director
Date: 24 May 2022

Page 6

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDER OF DENTONS PENSION MANAGEMENT LIMITED
 

Opinion


We have audited the financial statements of Dentons Pension Management Limited (the 'Company') for the year ended 31 December 2021, which comprise the Statement of Comprehensive Income, the Balance Sheet, the 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 Company's affairs as at 31 December 2021 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 Auditor's 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 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


In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.


Page 7

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDER OF DENTONS PENSION MANAGEMENT LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditor's Report thereon.  The Directors are responsible for the other information contained within the Annual Report.  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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves.  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.


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 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 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 Company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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 Directors' Responsibilities Statement set out on page 5, 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 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.


Page 8

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDER OF DENTONS PENSION MANAGEMENT LIMITED (CONTINUED)


Auditor's 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 Auditor's 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

enquiry of management, those charged with governance around actual and potential litigation and claims;
enquiry of entity staff in compliance functions to identify any instances of non-compliance with laws and regulations;
performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
reviewing minutes of meetings of those charged with governance;
reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditor's Report.


Page 9

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDER OF DENTONS PENSION MANAGEMENT LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the Company's member 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 member those matters we are required to state to it in an Auditor's 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 member for our audit work, for this report, or for the opinions we have formed.





Rakesh Shaunak FCA (Senior Statutory Auditor)
for and on behalf of
MHA MacIntyre Hudson
Statutory Auditor
London, United Kingdom

1 June 2022
Page 10

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2021

2021
2020
Note
£
£

  

Turnover
 4 
10,524,024
8,131,027

Cost of sales
  
(5,617,980)
(4,862,034)

Gross profit
  
4,906,044
3,268,993

Administrative expenses
  
(2,534,434)
(1,906,564)

Exceptional administrative expenses
 13 
(522,969)
-

Other operating income
 5 
4,547
240,130

Operating profit
  
1,853,188
1,602,559

Interest receivable and similar income
 9 
1,756
3,345

Interest payable and similar expenses
 10 
(116,027)
-

Profit before tax
  
1,738,917
1,605,904

Tax on profit
 11 
(516,473)
(348,000)

Profit for the financial year
  
1,222,444
1,257,904

There was no Other Comprehensive Income for 2021 (2020 - £NIL).

The notes on pages 14 to 30 form part of these financial statements.

Page 11

 
DENTONS PENSION MANAGEMENT LIMITED
REGISTERED NUMBER: 02352951

BALANCE SHEET
AS AT 31 DECEMBER 2021

2021
2020
Note
£
£

Fixed assets
  

Intangible assets
 14 
6,765,515
2,481,510

Tangible assets
 15 
3,432,157
3,515,183

Investments
 16 
126
1

  
10,197,798
5,996,694

Current assets
  

Debtors: Amounts falling due within one year
 17 
3,719,749
3,101,707

Cash at bank and in hand
 18 
1,611,512
4,140,660

  
5,331,261
7,242,367

Creditors: Amounts falling due within one year
 19 
(3,935,474)
(2,803,920)

Net current assets
  
 
 
1,395,787
 
 
4,438,447

Total assets less current liabilities
  
11,593,585
10,435,141

Provisions for liabilities
  

Deferred tax
 20 
(403,000)
(317,000)

  
 
 
(403,000)
 
 
(317,000)

Net assets
  
11,190,585
10,118,141


Capital and reserves
  

Called up share capital 
 22 
1,652,000
1,652,000

Revaluation reserve
 21 
1,335,000
1,422,500

Profit and loss account
 21 
8,203,585
7,043,641

  
11,190,585
10,118,141


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




................................................
I Stewart
Director
Date: 24 May 2022

The notes on pages 14 to 30 form part of these financial statements.

Page 12

 
DENTONS PENSION MANAGEMENT LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021


Called up share capital
Revaluation reserve
Profit and loss account
Total equity

£
£
£
£

At 1 January 2020
1,652,000
1,515,000
5,893,237
9,060,237


Comprehensive income for the year

Profit for the year
-
-
1,257,904
1,257,904

Dividends paid
-
-
(200,000)
(200,000)

Transfer to profit and loss account
-
(92,500)
92,500
-


-
(92,500)
(107,500)
(200,000)


At 1 January 2021
1,652,000
1,422,500
7,043,641
10,118,141


Comprehensive income for the year

Profit for the year
-
-
1,222,444
1,222,444

Dividends paid
-
-
(150,000)
(150,000)

Transfer to profit and loss account
-
(87,500)
87,500
-


-
(87,500)
(62,500)
(150,000)


At 31 December 2021
1,652,000
1,335,000
8,203,585
11,190,585


The notes on pages 14 to 30 form part of these financial statements.

Page 13

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

1.


General information

Dentons Pension Management Limited is a private Company limited by shares and is incorporated in England and Wales. Its registered office is at Sutton House, Weyside Park, Catteshall Lane, Godalming, Surrey GU7 1XE.

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 management to exercise judgment in applying the Company's accounting policies (see Note 3).
The financial statements are presented in Pounds Sterling which is the functional currency of the Company and are rounded to the nearest pound.
The following principal accounting policies have been applied:

 
2.2

Financial reporting standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102, 'The Financial Reporting Standard applicable in the UK and Republic of Ireland':
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Dentons Holdings plc as at 31 December 2021 and those financial statements may be obtained from Companies House.

 
2.3

Going concern

The Directors assess whether the use of going concern is appropriate i.e. whether there are any material uncertainties related to events or conditions that may cast significant doubt on the ability of the Company to continue as a going concern. The Directors make this assessment in respect of a period of at least one year from the date of authorisation for issue of the financial statements and have concluded that the Company has adequate resources to continue in operational existence for the foreseeable future and there are no material uncertainties about the Company's ability to continue as a going concern. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements.

Page 14

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.4

Exemption from preparing consolidated financial statements

Dentons Pension Management Limited is a parent Company and also a subsidiary included in the consolidated financial statements of its immediate parent undertaking that is established under the law of a non-EEA state and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006.

 
2.5

Revenue

Fees receivable are in respect of pension administration and are recognised in the Statement of Comprehensive Income when a right to consideration has been obtained in exchange for performance of contractual obligations. Income is recorded at the fair value of the right to consideration and after deducting allowances for discounts, credit risk and other uncertainties relating to clients' willingness to pay.
In all cases where the ability to recover fees on a matter is non-contingent, income is recognised on the basis of time spent. For those cases where the ability to recover fees on a matter is contingent income will not be recognised until the matter is completed.
To the extent that revenue is recognised on matters for which an invoice has not yet been raised, it is included in other debtors and disclosed separately.

 
2.6

Goodwill

Goodwill represents the difference between amounts paid on the acquisition of a business combination and the acquirer’s interest in the fair value of the identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of Comprehensive Income over its useful economic life. The Company has taken advantage of the exemption under FRS 102 not to analyse intangible assets previously recognised under the goodwill heading.
Amortisation is provided on the following basis:
  Goodwill    - 5% to 10% straight line

 
2.7

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.
The Company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Company. The carrying amount of the replaced part is not recognised. Repairs and maintenance are charged to the Statement of Comprehensive Income during the period in which they are incurred.

Page 15

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)


2.7
Tangible fixed assets (continued)

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:

Freehold property
-
2.5%
Fixtures and fittings
-
15% - 25%

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 Statement of Comprehensive Income.

 
2.8

Revaluation of tangible fixed assets

Individual freehold properties are carried at fair value less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the Balance Sheet date.
Fair values are determined from market-based evidence normally undertaken by professionally qualified valuers.

 
2.9

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.10

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Page 16

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.12

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.

 
2.13

Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.14

Government grants

Grants are accounted for under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.

 
2.15

Finance costs

Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.16

Dividends

Equity dividends are recognised when they become payable. 

Page 17

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.17

Pensions

Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.18

Interest income

Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.

 
2.19

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

Page 18

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.20

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the 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 balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet 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; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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 Balance Sheet date.

 
2.21

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

3.1 Revenue recognition

Revenue is recognised on the basis of the time input of the staff involved. At the period end an assessment is made of the recoverability of the costs accrued and unbilled. A provision is made for any costs considered to be irrecoverable. This assessment is made on a case by case basis considering a range of factors relevant to each case.

3.2 Bad debts

The Directors provide for potential bad debts on a case by case basis. A provision is made where the Directors consider it is more likely than not that the debt will prove irrecoverable.

Page 19

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

4.


Turnover

An analysis of turnover by class of business is as follows:


2021
2020
£
£

Management services
10,524,024
8,131,027

10,524,024
8,131,027


Analysis of turnover by country of destination:

2021
2020
£
£

United Kingdom
10,524,024
8,131,027

10,524,024
8,131,027



5.


Other operating income

2021
2020
£
£

Government Grants Receivable - Coronavirus Job Retention Scheme
4,547
240,130

4,547
240,130



6.


Auditor's remuneration

2021
2020
£
£


Fees payable to the Company's auditor for the audit of the Company's annual financial statements
15,000
14,500



The Company has taken advantage of the exemption not to disclose amounts paid for non audit services as these are disclosed in the group accounts of the parent Company.

Page 20

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

7.


Employees

Staff costs were as follows:


2021
2020
£
£

Wages and salaries
4,703,384
4,131,613

Social security costs
527,479
449,968

Pension costs
420,384
279,657

5,651,247
4,861,238


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


        2021
        2020
            No.
            No.







Consultants and administration
110
93


8.


Directors' remuneration

2021
2020
£
£

Directors' emoluments
560,516
699,758

Company contributions to defined contribution pension schemes
33,690
54,054

594,206
753,812


During the year retirement benefits were accruing to 4 Directors (2020 - 4) in respect of defined contribution pension schemes.

The highest paid Director received remuneration of £302,471 (2020 - £277,461).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £22,770 (2020 - £27,027).


9.


Interest receivable

2021
2020
£
£


Bank interest receivable
1,756
3,345

1,756
3,345

Page 21

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

10.


Interest payable and similar expenses

2021
2020
£
£


Other loan interest payable
116,027
-

116,027
-


11.


Taxation


2021
2020
£
£

Corporation tax


Current tax on profits for the year
430,000
366,000

Adjustments in respect of previous periods
473
-


Total current tax
430,473
366,000

Deferred tax


Origination and reversal of timing differences
(9,000)
(18,000)

Changes to tax rates
95,000
-

Total deferred tax
86,000
(18,000)


Taxation on profit on ordinary activities
516,473
348,000
Page 22

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2020 - higher than) the standard rate of corporation tax in the UK of 19% (2020 - 19%). The differences are explained below:

2021
2020
£
£


Profit on ordinary activities before tax
1,738,917
1,605,904


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020 - 19%)
330,394
305,122

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
8,541
1,734

Goodwill amortisation
82,065
41,144

Adjustments to tax charge in respect of prior periods
473
-

Effect of changes in tax rates for deferred taxation
95,000
-

Total tax charge for the year
516,473
348,000

Page 23

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
 
11.Taxation (continued)


Factors that may affect future tax charges

An increase in the UK corporation tax rate from 19% to 25% was substantively enacted in June 2021 and will take effect from 1 April 2023 for profits over £250,000. For profits under £50,000 the tax rate will remain the same at 19% and for profits between these figures it will be subject to 25% but reduced by a marginal relief providing a gradual increase in the effective Corporation Tax rate.


12.


Dividends

2021
2020
£
£


Dividends payable
150,000
200,000

150,000
200,000


13.


Exceptional items

2021
2020
£
£


Costs of settling HMRC claim regarding treatment of dividends in specie
522,969
-

522,969
-

Page 24

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

14.


Intangible assets




Goodwill

£



Cost


At 1 January 2021
3,349,561


Additions
4,715,928



At 31 December 2021

8,065,489



Amortisation


At 1 January 2021
868,051


Charge for the year on owned assets
431,923



At 31 December 2021

1,299,974



Net book value



At 31 December 2021
6,765,515



At 31 December 2020
2,481,510


The individual intangible assets which are material to the financial statements are as follows:


Net book value
Remaining amortisation period (years)

2021
2020
2021
2020
£
£



Client books

Sippchoice
2,115,855
2,248,095
16
17

Brown Shipley
3,877,530
-
19

MAB SSAS
567,829
-
19





Page 25

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

15.


Tangible fixed assets





Freehold property
Fixtures and fittings
Total

£
£
£



Cost or valuation


At 1 January 2021
3,500,000
470,613
3,970,613


Additions
-
72,537
72,537



At 31 December 2021

3,500,000
543,150
4,043,150



Depreciation


At 1 January 2021
175,000
280,430
455,430


Charge for the year on owned assets
87,500
68,063
155,563



At 31 December 2021

262,500
348,493
610,993



Net book value



At 31 December 2021
3,237,500
194,657
3,432,157



At 31 December 2020
3,325,000
190,183
3,515,183

Freehold property is shown at valuation. The most recent valuation was carried out by Owen Shipp, Chartered Surveyors, in August 2019 on an open market basis. The Directors still consider this an appropriate valuation at 31 December 2021.

If the land and buildings had not been included at valuation they would have been included under the historical cost convention as follows:

2021
2020
£
£



Cost
1,650,000
1,650,000

Accumulated depreciation
(247,500)
(206,250)

Net book value
1,402,500
1,443,750

Page 26

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

16.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2021
1


Additions
125



At 31 December 2021
126





Subsidiary undertakings


The following are subsidiary undertakings of the Company:

Name

Class of shares

Holding

Sippchoice Limited
Ordinary
100%
MAB Pensions Limited
Ordinary
100%

The registered address of the above subsidiaries is Sutton House, Weyside Park, Godalming, Surrey, GU7 1XE.

The aggregate of the share capital and reserves as at 31 December 2021 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Sippchoice Limited
(1,147)
(1,147)

MAB Pensions Limited
56,701
19,571

Page 27

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

17.


Debtors: Amounts falling due within one year

2021
2020
£
£


Trade debtors
1,778,203
1,290,263

Amounts owed by group undertakings
27,076
99,192

Prepayments and accrued income
1,914,470
1,712,252

3,719,749
3,101,707


Included in accrued income is unbilled work in progress of £1,546,159 (2020 - £1,392,544).


18.


Cash and cash equivalents

2021
2020
£
£

Cash at bank and in hand
1,611,512
4,140,660

1,611,512
4,140,660



19.


Creditors: Amounts falling due within one year

2021
2020
£
£

Trade creditors
22,147
57,943

Amounts owed to group undertakings
103,346
-

Corporation tax
110,000
169,527

Other taxation and social security
426,662
359,255

Other creditors
2,219,223
1,288,226

Accruals and deferred income
1,054,096
928,969

3,935,474
2,803,920


Page 28

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

20.


Deferred taxation




2021
2020


£

£






At beginning of year
317,000
335,000


Charged to profit or loss
(86,000)
18,000



At end of year
403,000
317,000

The provision for deferred taxation is made up as follows:

2021
2020
£
£


Accelerated capital allowances
14,000
(11,000)

Timing difference on pension cost deduction
(8,000)
(7,000)

Revaluation of freehold property
397,000
335,000

403,000
317,000


21.


Reserves

Revaluation reserve

The Revaluation reserve represents the accumulated revaluation gain and losses on freehold property.

Profit and loss account

The Profit and loss account represents the accumulation of retained profits, net of dividends, which are in the form of distributable reserves.


22.


Share capital

2021
2020
£
£
Allotted, called up and fully paid



1,652,000 (2020 - 1,652,000) Ordinary shares of £1 each
1,652,000
1,652,000


Page 29

 
DENTONS PENSION MANAGEMENT LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

23.


Pension commitments

The Company operates group personal pension schemes in respect of employees. The assets of the schemes are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £420,384 (2020 - £279,657). At 31 December 2021 there was an amount of £31,916 (2020 - £27,844) due in respect of this scheme.


24.


Related party transactions

The Company has taken advantage of the exemption in Section 33.1A in FRS 102 from the requirement to disclose transactions entered into between wholly-owned members of the Group.
During the prior year Martyn Rose lent £1,000,000 to the Company. The loan accrues interest at 10% per annum and is repayable on demand. Interest payable during the year was £92.822 (2020 - £nil) and the amount still outstanding at the year end was £600,000 (2020 - £1,000,000).
During the prior year David Wake-Walker Limited lent £250,000 to the Company. The loan accrues interest at 10% per annum and is repayable on demand. Interest payable during the year was £23,205 (2020 - £nil) and the amount still outstanding at the year end was £150,000 (2020 - £nil).
The Company incurred management charges of £120,000 (2020 - £120,000) with Martyn Rose Limited, which is associated with a Director of both Dentons Pension Management Limited and the ultimate parent Company, Dentons Holdings plc. At the year end £NIL (2020 - £NIL)
 was due to Martyn Rose Limited.
The Company also incurred management charges of £30,000
 (2020 - £30,000) with David Wake-Walker Limited, a Company associated with a Director of Dentons Holdings plc. At the year end £3,000 (2020 - £3,000) was due to David Wake-Walker Limited.


25.


Controlling party

Dentons Holdings plc holds 100% of the issued share capital of Dentons Pension Management Limited. Dentons Holdings plc is the smallest and largest Group for which consolidated accounts are drawn up. Dentons Holdings plc has included the Company in its Group financial statements which are publicly available. 
Dentons Holdings plc is a public company limited by shares, incorporated in England and Wales. The registered office is Sutton House, Weyside Park, Catteshall Lane, Godalming, Surrey GU7 1XE. The ultimate controlling party is M C Rose.

 
Page 30