TLS Renewable Consulting Ltd - Limited company accounts 20.1

REGISTERED NUMBER: 06895950 (England and Wales)

Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 March 2021

for

TLS Renewable Consulting Ltd

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

4

Consolidated Income Statement

8

Consolidated Balance Sheet

9

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Notes to the Consolidated Financial Statements

14

DIRECTORS:

Mrs P A Middleton

Dr A R Middleton

REGISTERED OFFICE:

Barkhill House

Shire Lane

Chorleywood

Rickmansworth

Hertfordshire

WD3 5NT

REGISTERED NUMBER:

06895950 (England and Wales)

AUDITORS:

Lee Accounting Services 2018 Limited

Trading as Lee & Co

Chartered Accountants & Statutory Auditors

26 High Street

Rickmansworth

Hertfordshire

WD3 1ER

The directors present their report with the financial statements of the company and the group for the year ended 31 March 2021.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2020 to the date of this report.

Mrs P A Middleton

Dr A R Middleton

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Lee Accounting Services 2018 Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

Dr A R Middleton - Director

29 October 2021

Opinion

We have audited the financial statements of TLS Renewable Consulting Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2021 which comprise the Consolidated Income Statement, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company 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 Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 March 2021 and of the group's profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 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 group's and the parent 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.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial 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 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.

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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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:

Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

The following laws and regulations were identified as being of significance to the entity:

-

Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.

-

Those laws and regulations for which non-compliance may be fundamental to the operating aspects of the business and therefore may have a material effect on the financial statements include health and safety.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, the is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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 Report of the Auditors.

Use of our 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 a Report of the Auditors 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.

John D Lee BA FCA (Senior Statutory Auditor)

for and on behalf of Lee Accounting Services 2018 Limited

Trading as Lee & Co

Chartered Accountants & Statutory Auditors

26 High Street

Rickmansworth

Hertfordshire

WD3 1ER

2 November 2021

TURNOVER

575,537

560,034

Cost of sales

342,541

363,847

GROSS PROFIT

232,996

196,187

Administrative expenses

234,313

177,826

(1,317

)

18,361

Other operating income

10,000

-

OPERATING PROFIT

4

8,683

18,361

Interest receivable and similar income

3

16

8,686

18,377

Interest payable and similar expenses

-

921

PROFIT BEFORE TAXATION

8,686

17,456

Tax on profit

3,705

5,263

PROFIT FOR THE FINANCIAL YEAR

4,981

12,193

Profit attributable to:

Owners of the parent

4,981

12,193

FIXED ASSETS

Intangible assets

6

27,998

37,411

Tangible assets

7

18,955

26,364

Investments

8

-

-

46,953

63,775

CURRENT ASSETS

Debtors

9

134,778

215,880

Cash at bank

33,817

31,695

168,595

247,575

CREDITORS

Amounts falling due within one year

10

172,612

269,126

NET CURRENT LIABILITIES

(4,017

)

(21,551

)

TOTAL ASSETS LESS CURRENT LIABILITIES

42,936

42,224

CREDITORS

Amounts falling due after more than one year

11

-

(2,861

)

PROVISIONS FOR LIABILITIES

(3,402

)

(4,810

)

NET ASSETS

39,534

34,553

CAPITAL AND RESERVES

Called up share capital

2

2

Retained earnings

39,532

34,551

SHAREHOLDERS' FUNDS

39,534

34,553

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 29 October 2021 and were signed on its behalf by:

Dr A R Middleton - Director

FIXED ASSETS

Intangible assets

6

-

-

Tangible assets

7

-

-

Investments

8

53,290

53,290

53,290

53,290

CURRENT ASSETS

Debtors

9

57,363

53,657

Cash at bank

12,561

27,303

69,924

80,960

CREDITORS

Amounts falling due within one year

10

107,517

105,483

NET CURRENT LIABILITIES

(37,593

)

(24,523

)

TOTAL ASSETS LESS CURRENT LIABILITIES

15,697

28,767

CAPITAL AND RESERVES

Called up share capital

2

2

Retained earnings

15,695

28,765

SHAREHOLDERS' FUNDS

15,697

28,767

Company's (loss)/profit for the financial year

(13,070

)

6,407

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 29 October 2021 and were signed on its behalf by:

Dr A R Middleton - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2019

2

22,358

22,360

Changes in equity

Total comprehensive income

-

12,193

12,193

Balance at 31 March 2020

2

34,551

34,553

Changes in equity

Total comprehensive income

-

4,981

4,981

Balance at 31 March 2021

2

39,532

39,534

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2019

2

22,358

22,360

Changes in equity

Total comprehensive income

-

6,407

6,407

Balance at 31 March 2020

2

28,765

28,767

Changes in equity

Total comprehensive income

-

(13,070

)

(13,070

)

Balance at 31 March 2021

2

15,695

15,697

1.	STATUTORY INFORMATION

TLS Renewable Consulting Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore adopts the going concern basis in preparing its financial statements.

Basis of consolidation

The group financial statements consolidate the financial statements of TLS Renewable Consulting Limited and all its subsidiary undertakings drawn up to 31 March each year.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2020, is being amortised evenly over its estimated useful life of five years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery etc

-

33% on cost and 25% on cost

Government grants

Government grants receivable are accounted for on the accruals basis.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2020 - 2 ) .

The average number of employees by undertakings that were proportionately consolidated during the year was 4 (2020 - 4 ) .

4.	OPERATING PROFIT

The operating profit is stated after charging:

31.3.21

31.3.20

£

£

Depreciation - owned assets

7,409

9,812

Goodwill amortisation

9,413

9,413

5.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

6.	INTANGIBLE FIXED ASSETS

Group

Goodwill

£

COST

At 1 April 2020

and 31 March 2021

51,124

AMORTISATION

At 1 April 2020

13,713

Charge for year

9,413

At 31 March 2021

23,126

NET BOOK VALUE

At 31 March 2021

27,998

At 31 March 2020

37,411

7.	TANGIBLE FIXED ASSETS

Group

Plant and

machinery

etc

£

COST

At 1 April 2020

and 31 March 2021

39,780

DEPRECIATION

At 1 April 2020

13,416

Charge for year

7,409

At 31 March 2021

20,825

NET BOOK VALUE

At 31 March 2021

18,955

At 31 March 2020

26,364

Company

Plant and

machinery

etc

£

COST

At 1 April 2020

and 31 March 2021

535

DEPRECIATION

At 1 April 2020

and 31 March 2021

535

NET BOOK VALUE

At 31 March 2021

-

8.	FIXED ASSET INVESTMENTS

Company

Shares in

group

undertakings

£

COST

At 1 April 2020

and 31 March 2021

53,290

NET BOOK VALUE

At 31 March 2021

53,290

At 31 March 2020

53,290

The company's investments at the balance sheet date comprise 100% of the ordinary share capital in Mann Power Hydro Ltd which provides support and maintenance services to the hydro-electric power industry.

9.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

31.3.21

31.3.20

31.3.21

31.3.20

£

£

£

£

Trade debtors

123,148

213,423

16,049

1,200

Amounts owed by group undertakings

-

-

35,169

50,000

Other debtors

11,630

2,457

6,145

2,457

134,778

215,880

57,363

53,657

10.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

31.3.21

31.3.20

31.3.21

31.3.20

£

£

£

£

Hire purchase contracts

2,669

9,448

-

-

Trade creditors

23,998

38,108

3,360

2,326

Amounts owed to group undertakings

100,000

183,443

100,000

100,000

Taxation and social security

30,561

35,123

1,903

1,403

Other creditors

15,384

3,004

2,254

1,754

172,612

269,126

107,517

105,483

11.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group

31.3.21

31.3.20

£

£

Hire purchase contracts

-

2,861