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Deep Blue Restaurants Holdings Ltd
Registered number: 05597459
Annual Report
For the year ended 30 September 2021
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DEEP BLUE RESTAURANTS HOLDINGS LTD
COMPANY INFORMATION
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Chartered Accountants & Statutory Auditor
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DEEP BLUE RESTAURANTS HOLDINGS LTD
CONTENTS
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Director's Responsibilities Statement
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Independent Auditor's Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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DEEP BLUE RESTAURANTS HOLDINGS LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The directors present their strategic report on the affairs of the Company, together with the audited financial statements for the year ended 30 September 2021.
Deep Blue Restaurants Holdings Ltd is a holding company with two subsidiaries; HRFC Limited and Chido South Limited.
The Company generated revenues of £nil (2020: £nil). The absence of revenue reflects the fact that no management recharge was received. The Company made a loss before tax of £5,052,055 (2020: loss of £9,898).
The balance sheet as at the year end shows net assets of £9,312,541 (2020: net assets of £14,399,328). The decrease relates to the items mentioned above.
Principal risks and uncertainties
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There are no prominent risks and uncertainties since the Company purely operates as a holding company.
Financial key performance indicators
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There are no key performance indicators since the Company purely operates as a holding company.
This report was approved by the board and signed on its behalf.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
DIRECTOR'S REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The director presents his report and the audited financial statements for the year ended 30 September 2021.
The loss for the year, after taxation, amounted to £5,086,787 (2020: profit £4,873).
During the year the Company received a dividend of £nil (2020: £nil).
The director who served during the year and to the date of this report was:
Following the acquisition by Deep Blue Restaurants Limited, the activity within the group is being restructured and the operations and balance sheet of the Company reduced.
The Company monitors cash flow as part of Its day to day control procedures. Regular consideration of the Company's cash flow projections enable management to ensure that the Company is operating within the committed funding which is available.
Engagement with employees
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The Company recognises that its principal asset is its employees and their commitment to the Company's service, standards and customers. The Company's personnel policies ensure that all employees are made aware on a regular basis of the Company's policies, programs and progress. Communication methods to employees vary according to need and will include but are not limited by, country and function updates, email bulletins, business briefings, podcasts, Intranet, extranet, internal newsletters, direct correspondence (where appropriate), Information and consultation forum, team meetings and management briefings.
The Company offers equal opportunities to all employees and applicants regardless of race, creed, sex, ethnic origin, age or disability. Disabled persons are considered for employment where they have appropriate skills and ablates to perform a job. Employees who become disabled during their working lives will be retained in employment whenever possible and will be given help with any necessary rehabilitation and retraining.
The director has prepared forecasts for the Company and concluded that it is appropriate to prepare these financial statements on a going concern basis. In arriving at this conclusion, the director has considered the balance sheet position of the Company and the forecasts in place. Future activity is likely to be minimal due to the Company being a holding company only. The director has therefore concluded that the Company has adequate resources to continue trading for the foreseeable future and has therefore prepared the financial statements on a going concern basis.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The withdrawal of the United Kingdom from the European Union
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New trading arrangements between the United Kingdom and the European Union took effect on 31 December 2020. In general, tariffs and quotas on trade have not been introduced, although administrative complications and regulatory restrictions have reduced the freedom of cross-border trade. The Company is carefully monitoring the practical application of the new trading arrangements by regulatory authorities, to better understand what the eventual impact on its business will be. The process of determining these effects is ongoing, and has also been delayed by the suspension of certain sectors of economic activity in response to the COVID-19 pandemic.
Economic impact of the COVID-19 pandemic
The COVID-19 pandemic continues to affect the UK and global economies. The recent outbreak of the Omicron variant has seen certain social restrictions again implemented by the government which had previously been lifted. It is not possible to predict how long these social restrictions will remain in place and as such this presents some uncertainty. The priorities of the directors remain to comply with any remaining regulatory requirements to the fullest extent possible and to maintain the safety and wellbeing of the company's personnel.
Qualifying third party indemnity provisions
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The Company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the date of this report. No claim or notice of claim in respect of these indemnities has been received in the period.
Provision of information to auditors
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The director at the time when this Director's Report is approved has confirmed that:
∙so far as he is aware, there is no relevant audit information of which the Company's auditor is unaware; and
∙he 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
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There have been no significant events affecting the Company since the year end.
The auditor, Mazars LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The director is responsible for preparing the Strategic Report, the Director's Report and the audited financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare audited financial statements for each financial year. Under that law the director has elected to prepare the audited 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 director must not approve the audited financial statements unless he is 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 audited financial statements, the director is required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements 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; and
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DEEP BLUE RESTAURANTS HOLDINGS LTD
Opinion
We have audited the financial statements of Deep Blue Restaurants Holdings Ltd (the ‘Company’) for the year ended 30 September 2021 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 30 September 2021 and of its loss 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 UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DEEP BLUE RESTAURANTS HOLDINGS LTD
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 director is 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.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the 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 there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In 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 Director's 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 director's remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DEEP BLUE RESTAURANTS HOLDINGS LTD
Responsibilities of Director
As explained more fully in the Director's Responsibilities Statement set out on page 4, the director is 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 director determines 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 director is 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 either the director intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
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. Based on our understanding of the Company and its industry, we identified that the principal risks of non-compliance with laws and regulations related to the UK tax legislation, anti-bribery, corruption and fraud, money laundering, non-compliance with implementation of government support schemes relating to COVID-19, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, such as the Companies Act 2006.
We evaluated the director's and management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to loss reserves, and significant one-off or unusual transactions.
Our audit procedures were designed to respond to those identified risks, including non-compliance with laws and regulations (irregularities) and fraud that are material to the financial statements. Our audit procedures included but were not limited to:
∙discussing with the director and management their policies and procedures regarding compliance with laws and regulations;
∙communicating identified laws and regulations throughout our engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙considering the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DEEP BLUE RESTAURANTS HOLDINGS LTD
Our audit procedures in relation to fraud included but were not limited to:
∙making enquiries of the director and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙discussing amongst the engagement team the risks of fraud; and
∙addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
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.
Use of the audit report
This report is made solely to the Company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in 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 members as a body for our audit work, for this report, or for the opinions we have formed.
Vincent Marke (Senior statutory auditor)
for and on behalf of Mazars LLP
Chartered Accountants and Statutory Auditor
6 Sutton Plaza
Sutton Court Road
Sutton
Surrey
SM1 4FS
8 August 2022
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DEEP BLUE RESTAURANTS HOLDINGS LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Impairment of investments
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Interest payable and similar expenses
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(Loss)/profit for the financial year
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Other comprehensive income
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Total comprehensive income for the year
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The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.
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The notes on pages 12 to 23 form part of these financial statements.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
REGISTERED NUMBER: 05597459
STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2021
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Debtors: amounts falling due within one year
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Cash and cash equivalents
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 12 to 23 form part of these financial statements.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Comprehensive income for the year
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Comprehensive expense for the year
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The notes on pages 12 to 23 form part of these financial statements.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
Deep Blue Restaurants Holdings Ltd is a private company, limited by shares and incorporated in England and Wales. The registered office address is Chapter House, 33 London Road, Reigate, Surrey, RH2 9HZ.
The principal activity of the Company is disclosed in the Director's Report.
2.Accounting policies
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Basis of preparation of financial statements
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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 judgement in applying the Company's accounting policies (see note 3).
These financial statements have been presented in Pound Sterling as this is the Company’s functional currency, being the currency of the primary economic environment in which the Company operates and is rounded to the nearest Pound.
The following principal accounting policies have been applied:
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Financial reporting standard 102 - reduced disclosure exemptions
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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 4 Statement of Financial Position paragraph 4.12(a)(iv);
∙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 11 Financial Instruments paragraphs 11.41(b), 11.41(c), 11.41(e), 11.41(f), 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Deep Blue Restaurants Limited as at 30 September 2021 and these financial statements may be obtained from Companies House.
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Exemption from preparing consolidated financial statements
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The Company is a parent Company that is also a subsidiary included in the consolidated financial statements of its immediate parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
2.Accounting policies (continued)
The director has prepared forecasts for the Company and concluded that it is appropriate to prepare these financial statements on a going concern basis. In arriving at this conclusion, the director has considered the balance sheet position of the Company and the forecasts in place. Future activity is likely to be minimal due to the Company being a holding company only. The director has therefore concluded that the Company has adequate resources to continue trading for the foreseeable future and has therefore prepared the financial statements on a going concern basis.
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Interest payable and similar expenses
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Finance costs are charged to 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.
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in 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 operates and generates 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; 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 reporting date.
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
2.Accounting policies (continued)
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Impairment of fixed assets and goodwill
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Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
Investments in subsidiaries are measured at cost less accumulated impairment.
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Impairment of non-financial assets
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At each reporting date, the Company reviews the carrying value of non-financial assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss.
The recoverable amount of an asset is the higher of fair value less costs to sell and value in use. Value in use is the present value of the future cash flows expected to be derived from the asset, or cash generating unit.
The present value calculation involves estimating the future cash inflows and outflows to be derived from continuing use of the asset, and from its ultimate disposal, applying an appropriate discount rate to those future cash flows.
Where the recoverable amount of an asset is less than the carrying amount, an impairment loss is recognised immediately in profit or loss. An impairment loss recognised for all assets is reversed in a subsequent period if, and only if, the reasons for the impairment loss have ceased to apply.
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Debtors: Amounts falling due within one year
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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.
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Cash and cash equivalents
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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.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
2.Accounting policies (continued)
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Creditors: Amounts falling due within one year
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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.
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 to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.
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 reporting date.
Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position 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.
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In applying the Company’s accounting policies, the director is required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The director's judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.
3.1 Critical judgements in applying the Company’s accounting policies
The director does not consider there to be any critical judgements made in the process of applying the
Company's accounting policies.
3.2 Key sources of estimation uncertainty
The director does not consider there to be any key sources of estimation uncertainty.
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The operating (loss)/profit is stated after charging:
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Depreciation of tangible fixed assets
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Impairment of tangible fixed assets
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Write-off of intercompany debtor
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Fees payable to the Company's auditor for the audit of the Company's annual financial statements
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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.
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In the current and prior year, the company did not have any employees other than the director.
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- 16 -
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The director did not receive any remuneration for services provided directly to the Company (2020: £nil).
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Interest payable and similar expenses
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Adjustments in respect of previous periods
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Origination and reversal of timing differences
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Adjustments in respect of prior periods
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Taxation on profit/(loss) on ordinary activities
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- 17 -
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
9.Taxation (continued)
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Factors affecting tax charge/(credit) for the year/period
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The tax assessed for the year is lower than (2020: lower than) the standard rate of corporation tax in the UK of19% (2020: 19%). The differences are explained below:
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Loss on ordinary activities before tax
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Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020: 19%)
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Expenses not deductible for tax purposes
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Income not taxable for tax purposes
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Adjustments to tax charge in respect of previous periods
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Adjustments to tax charge in respect of previous periods - deferred tax
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Total tax charge/(credit) for the year
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Factors that may affect future tax charges
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The UK Government announced in the 2021 budget that from 1 April 2023, the rate of corporation tax in the United Kingdom will increase from 19% to 25%. Companies with profits of £50,000 or less will continue to be taxed at 19%, which is a new small profits rate. Where taxable profits are between £50,000 and £250,000, the higher 25% rate will apply but with a marginal relief applying as profits increase.
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Exceptional items in the prior year relates to profit on sale of domain names owned by the Company.
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- 18 -
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Investments in subsidiary companies
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- 19 -
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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The following were subsidiary undertakings of the Company:
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Chapter House, 33 London Road, Reigate, Surrey, England, RH2 9HZ
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*Prosalt Limited (formerly Harry Ramsden's Limited)
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Chapter House, 33 London Road, Reigate, Surrey, England, RH2 9HZ
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*Coldraw Services Limited
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Chapter House, 33 London Road, Reigate, Surrey, England, RH2 9HZ
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Chapter House, 33 London Road, Reigate, Surrey, England, RH2 9HZ
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*Harry Ramsden's (Restaurant) Limited
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Chapter House, 33 London Road, Reigate, Surrey, England, RH2 9HZ
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6th Floor, 2 Grand Canal Square, Dublin 2
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* indirect subsidiary
During the prior year, Coldraw Services Limited and Harry Ramsden's (Restaurant) Limited were wholly owned subsidiaries of Prosalt Limited. Prosalt Limited went into liquidation on 7 August 2020 and Harry Ramsden's (Restaurant) Limited and Coldraw Services Limited were dissolved during the year ended 30 September 2021.
During the prior year, the shares in D J H Leisure Limited (registered office: C/O Brodies, 110 Queen Street, Glasgow, United Kingdom, G1 3BX) a wholly owned subsidiary of Prosalt Limited, were transferred to Deep Blue Restaurants Limited on 13 July 2020.
During the prior year, the shares in Ilderstone Limited, (registered office: 6th Floor, 2 Grand Canal Square, Dublin 2) a wholly owned subsidiary of HRFC Limited, were transferred to Prosalt Limited. The shares were then subsequently transferred to Deep Blue Restaurants Limited, the ultimate parent company.
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- 20 -
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Amounts owed by group undertakings
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Deferred taxation (note 15)
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Amounts owed by group undertakings are unsecured, interest-free and payable on demand.
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Accruals and deferred income
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- 21 -
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Charged/(credited) to profit or loss
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The deferred tax asset is made up as follows:
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Fixed asset timing differences
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Losses and other deductions
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Allotted, called up and fully paid
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5,085,321 (2020: 5,085,321) Ordinary shares of £1 each
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On 5 August 2019, 5,085,321 ordinary £1 shares were issued at par.
The shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.
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Capital reserve
This reserve comprises contributions the Company's permanent capital made by company shareholders.
Profit and loss account
Includes current and prior year retained profits and losses, less dividends and including capital contributions.
- 22 -
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DEEP BLUE RESTAURANTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
|
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Related party transactions
|
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The Company has taken advantage of the exemption under FRS 102 Section 33 and has not disclosed transactions or balances between wholly owned subsidiary undertakings.
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Post balance sheet events
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There have been no significant events affecting the Company since the year end.
The immediate parent undertaking is Deep Blue Restaurants Limited, a company registered in England and Wales. Its registered office address is Chapter House, 33 London Road, Reigate, Surrey, RH2 9HZ. No ultimate controlling party existed at the year end.
Deep Blue Restaurants Limited, is the parent undertaking of the smallest and largest group which consolidates the financial information of the company. Copies of the group’s financial statements may be obtained from Deep Blue Restaurants Limited (www.companieshouse.gov.uk).
- 23 -
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