Circle 1991 Limited - Limited company accounts 20.1

Circle 1991 Limited - Limited company accounts 20.1


IRIS Accounts Productionv21.3.0.58312508077Board of Directors30.4.2110.3.2030.4.2130.4.21truetruefalsetruefalsefalsefalsefalsefalsefalsetruefalseOrdinary0113 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pure125080772020-03-09125080772021-04-30125080772020-03-102021-04-30125080772020-03-0912508077ns15:EnglandWales2020-03-102021-04-3012508077ns14:PoundSterling2020-03-102021-04-3012508077ns10:Director12020-03-102021-04-3012508077ns10:Consolidated2021-04-3012508077ns10:ConsolidatedGroupCompanyAccounts2020-03-102021-04-3012508077ns10:PrivateLimitedCompanyLtd2020-03-102021-04-3012508077ns10:Consolidatedns10:SmallEntities2020-03-102021-04-3012508077ns10:AuditExemptWithAccountantsReportns10:Consolidated2020-03-102021-04-3012508077ns10:SmallCompaniesRegimeForDirectorsReport2020-03-102021-04-3012508077ns10:SmallCompaniesRegimeForAccounts2020-03-102021-04-3012508077ns10:Consolidatedns10:SmallCompaniesRegimeForDirectorsReport2020-03-102021-04-3012508077ns10:Consolidatedns10:SmallCompaniesRegimeForAccounts2020-03-102021-04-3012508077ns10:FullAccounts2020-03-102021-04-3012508077ns5:Subsidiary12020-03-102021-04-3012508077ns5:Subsidiary22020-03-102021-04-3012508077ns5:Subsidiary32020-03-102021-04-301250807712020-03-102021-04-3012508077ns10:OrdinaryShareClass12020-03-102021-04-3012508077ns10:Consolidated2020-03-102021-04-3012508077ns10:Director22020-03-102021-04-3012508077ns10:Director32020-03-102021-04-3012508077ns10:Director42020-03-102021-04-3012508077ns10:Director52020-03-102021-04-3012508077ns10:CompanySecretary12020-03-102021-04-3012508077ns10:RegisteredOffice2020-03-102021-04-3012508077ns5:CurrentFinancialInstruments2021-04-3012508077ns5:ShareCapital2021-04-3012508077ns5:RetainedEarningsAccumulatedLosses2021-04-3012508077ns5:AdditionsToInvestments2021-04-3012508077ns5:CostValuation2021-04-30125080771ns5:Subsidiary12020-03-102021-04-30125080773ns5:Subsidiary22020-03-102021-04-3012508077ns5:Subsidiary352020-03-102021-04-3012508077ns10:OrdinaryShareClass12021-04-30

REGISTERED NUMBER: 12508077 (England and Wales)
















REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021

FOR


CIRCLE 1991 LIMITED



CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)








CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021





Page




Company Information  

1




Report of the Directors  

2




Consolidated Income Statement  

3




Consolidated Statement of Financial Position  

4




Company Statement of Financial Position  

6




Notes to the Consolidated Financial Statements

7





CIRCLE 1991 LIMITED



COMPANY INFORMATION

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021









DIRECTORS:

A J Norcott


Ms K A Egan


J Shields


P D Jones


Ms L Claro







SECRETARY:

Ms E L Ainscough







REGISTERED OFFICE:

118 Holyhead Road


Coventry


CV1 3LY







REGISTERED NUMBER:

12508077 (England and Wales)







ACCOUNTANTS:

Clive Shedd & Co


Chartered Accountants


232 Sladepool Farm Road


Birmingham


B14 5EE



CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



REPORT OF THE DIRECTORS

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


The directors present their report with the financial statements of the company and the group for the period 10 March 2020 to 30 April 2021.


COMMENCEMENT OF TRADING

The company was incorporated on 10 March 2020 as Circle 1999 Limited and changed its name to Circle 1991 Limited on 11 March 2020.


Following a share exchange agreement with the shareholders of Circle Insurance Services Limited, effective from 1 May 2020, Circle 1991 Limited became the holding company of the Circle Insurance Services Limited group of companies. These financial statements accordingly reflect the trading results of the group for the year ended 30 April 2021.


Consolidated financial statements for the year ended 30 April 2020 and earlier financial years have been published by Circle Insurance Services Limited.


PRINCIPAL ACTIVITY

The principal activity of the group was that of insurance broking.

DIRECTORS

The directors who have held office during the period from 10 March 2020 to the date of this report are as follows:


A J Norcott - appointed 10 March 2020

Ms K A Egan - appointed 25 June 2020

J Shields - appointed 25 June 2020

P D Jones - appointed 25 June 2020

Ms L Claro - appointed 25 June 2020


The group maintains directors' and officers' liability insurance which gives appropriate cover for any legal action brought against its directors.


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:






A J Norcott - Director



11 November 2021



CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



CONSOLIDATED

INCOME STATEMENT

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021



Notes

£   




TURNOVER

7,873,903





Cost of sales

166,202




GROSS PROFIT

7,707,701





Administrative expenses

7,621,440



86,261





Other operating income

278,128




OPERATING PROFIT

5

364,389





Interest receivable and similar income

26,275




Interest payable and similar expenses

6

(5,038

)



PROFIT BEFORE TAXATION

385,626





Tax on profit

7

104,703




PROFIT FOR THE FINANCIAL PERIOD

280,923





Profit attributable to:


Owners of the parent

280,923





CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



CONSOLIDATED STATEMENT OF FINANCIAL POSITION

30 APRIL 2021



Notes

£   

£   



FIXED ASSETS


Intangible assets

9

747,372




Tangible assets

10

273,901




Investments

11

389



1,021,662





CURRENT ASSETS


Debtors

12

869,878





Cash at bank

1,311,191




2,181,069




CREDITORS


Amounts falling due within one year

13

1,068,725




NET CURRENT ASSETS

1,112,344




TOTAL ASSETS LESS CURRENT

LIABILITIES

2,134,006





CREDITORS


Amounts falling due after more than one

year

14

416,033




NET ASSETS

1,717,973





CAPITAL AND RESERVES


Called up share capital

16

50,000




Retained earnings

1,667,973




SHAREHOLDERS' FUNDS

1,717,973




The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 30 April 2021.


The members have not required the company and the group to obtain an audit of its financial statements for the period ended 30 April 2021 in accordance with Section 476 of the Companies Act 2006.


The directors acknowledge their responsibilities for:

(a)

ensuring that the group keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company and the group as at the end of each financial year and of the group's profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company and the group.



CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



CONSOLIDATED STATEMENT OF FINANCIAL POSITION - continued

30 APRIL 2021



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 11 November 2021 and were signed on its behalf by:






A J Norcott - Director




CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



COMPANY STATEMENT OF FINANCIAL POSITION

30 APRIL 2021



Notes

£   

£   



FIXED ASSETS


Intangible assets

9

-




Tangible assets

10

-




Investments

11

865,219



865,219





CREDITORS


Amounts falling due within one year

13

618,919




NET CURRENT LIABILITIES

(618,919

)



TOTAL ASSETS LESS CURRENT

LIABILITIES

246,300





CAPITAL AND RESERVES


Called up share capital

16

50,000




Retained earnings

196,300




SHAREHOLDERS' FUNDS

246,300





Company's profit for the financial year

196,300




The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 30 April 2021.  


The members have not required the company to obtain an audit of its financial statements for the period ended 30 April 2021 in accordance with Section 476 of the Companies Act 2006.  


The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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 11 November 2021 and were signed on its behalf by:






A J Norcott - Director




CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


1.

STATUTORY INFORMATION



Circle 1991 Limited 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 Company Information page.


2.

STATEMENT OF COMPLIANCE



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.



3.

ACCOUNTING POLICIES



Basis of preparing the financial statements


The financial statements have been prepared under the historical cost convention as modified by the measurement of listed investments at fair value.



The group's functional and presentation currency is the pound sterling, rounded to the nearest £.



Basis of consolidation


The consolidated financial statements incorporate the results of the company and all of it's subsidiary undertakings using the merger method of accounting, following a share exchange agreement with the shareholders of Circle Insurance Services Limited of 118 Holyhead Road, Coventry CV1 3LY, effective from 1 May 2020. The merger method of accounting includes the assets and liabilities of the acquired business at their existing carrying values. The ultimate controlling party of the group, both before and after the share exchange agreement, is A J Norcott.



These financial statements reflect the trading results of the group for the year ended 30 April 2021.



Significant judgements and estimates


In preparing these financial statements the group's management make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities at the statement of financial position date and the amounts reported in the income statement for the period under review.



The nature of estimates means that the actual outcome could differ and the group's management consider there are no estimates or assumptions that have a significant risk of causing a material adjustment to the amounts reported for assets and liabilities within the next financial year.



The group's management also consider the future cash requirements of the group and its available resources in order to ensure that the going concern basis used in the preparation of these financial statements is appropriate for the foreseeable future.



Turnover


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



Fee, commission and brokerage income includes initial income receivable on the commencement of a new policy or investment product which are recognised when the policy or product goes on risk.  Fee and commission income also includes on-going fees which are recognised as the services are provided and renewal commissions which are recognised on receipt when earned.



Goodwill


The difference between the fair value of consideration given and the fair value of the net assets of entities acquired is accounted for as goodwill. Amortisation is provided so as to write off goodwill evenly over its estimated useful life of ten years.



CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


3.

ACCOUNTING POLICIES - continued



Tangible fixed assets


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



Land and buildings

-

not provided



Plant and machinery etc

-

10% to 50% on cost and 15% to 25% on reducing balance




The group's practice is to maintain its land and buildings in a continual state of repair and refurbishment such that the residual value is at least equal to its book value. Consequently a depreciation charge is considered to be immaterial.



Tangible fixed assets are initially recorded at cost.



Fixed asset investments


Listed investments are measured at fair value with changes in fair value recognised in profit or loss.  All other investments are measured at cost less impairment.



Financial instruments


Basic financial assets and liabilities are initially recognised at transaction price and are subsequently measured at amortised cost.



Taxation


Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the current or past reporting periods.  It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.



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



Foreign currencies


Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date.  Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.



Hire purchase and leasing commitments


Assets obtained under hire purchase contracts or finance leases are capitalised in the statement of financial position and are depreciated over their estimated useful lives. The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. 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 contributes to defined contribution pension schemes for its employees.  Contributions payable are charged to profit or loss in the period to which they relate.



Employee benefits


When employees have rendered service to the group, short-term employee benefits to which the employees are entitled are recognised at the amount expected to be paid in exchange for that service.


4.

EMPLOYEES AND DIRECTORS



The average number of employees during the period was 113 .



CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


5.

OPERATING PROFIT



The operating profit is stated after charging/(crediting):


£   



Other operating leases

153,712




Depreciation - owned assets

23,804




Depreciation - assets on hire purchase contracts

21,748




Profit on disposal of fixed assets

(4,152

)



Goodwill amortisation

146,119




Foreign exchange differences

3,783




Pension costs

530,006




6.

INTEREST PAYABLE AND SIMILAR EXPENSES


£   



Bank interest

574




Other interest

821




Hire purchase interest

3,643



5,038




7.

TAXATION



Analysis of the tax charge


The tax charge on the profit for the period was as follows:

£   



Current tax:


UK corporation tax

107,778





Deferred tax

(3,075

)



Tax on profit

104,703




8.

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.




CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


9.

INTANGIBLE FIXED ASSETS



Group


Goodwill

£   



COST


Merger accounting existing carrying value

2,300,518




At 30 April 2021

2,300,518




AMORTISATION


Charge for period

146,119




Merger accounting existing carrying value

1,407,027




At 30 April 2021

1,553,146




NET BOOK VALUE


At 30 April 2021

747,372




10.

TANGIBLE FIXED ASSETS



Group


Plant and



Land and


machinery



buildings


etc


Totals

£   

£   

£   



COST


Additions

-


2,411


2,411




Disposals

-


(113,288

)

(113,288

)



Merger accounting existing carrying value

150,214


555,114


705,328




At 30 April 2021

150,214


444,237


594,451




DEPRECIATION


Charge for period

-


45,552


45,552




Eliminated on disposal

-


(85,217

)

(85,217

)



Merger accounting existing carrying value

-


360,215


360,215




At 30 April 2021

-


320,550


320,550




NET BOOK VALUE


At 30 April 2021

150,214


123,687


273,901






CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


11.

FIXED ASSET INVESTMENTS



Group


Listed


investments

£   



COST


Merger accounting existing

carrying value

389




At 30 April 2021

389




NET BOOK VALUE


At 30 April 2021

389





Market value of listed investments at 30 April 2021 - £ 389 .


Company


Shares in


group


undertakings

£   



COST


Additions

865,219




At 30 April 2021

865,219




NET BOOK VALUE


At 30 April 2021

865,219





The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:



Subsidiaries



Circle Insurance Services Limited


Registered office: 118 Holyhead Road, Coventry CV1 3LY


Nature of business: Insurance broking


%


Class of shares:

holding



Ordinary

100.00




Circle Financial Services Limited


Registered office: 118 Holyhead Road, Coventry CV1 3LY


Nature of business: Independent financial advisers


%


Class of shares:

holding



Ordinary

100.00




Mercia Underwriting Solutions Ltd


Registered office: 6 Lloyd's Avenue, London EC3N 3AX


Nature of business: Insurance underwriters


%


Class of shares:

holding



Ordinary

100.00




CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


11.

FIXED ASSET INVESTMENTS - continued



Circle Specialist Services Ltd


Registered office: 118 Holyhead Road, Coventry CV1 3LY


Nature of business: Unregulated advice and expert witness services


%


Class of shares:

holding



Ordinary

100.00




The shares in Circle Specialist Services Ltd are all held by Circle Financial Services Limited (who is also a wholly owned subsidiary of Circle 1991 Limited).



Creative Risk Solutions Ltd


Registered office: Pod 1, Capital Shopping Park, Leckwith Road, Cardiff CF11 8EG


Nature of business: Insurance broking


%


Class of shares:

holding



Ordinary

100.00




The shares in Creative Risk Solutions Ltd are all held by Circle Insurance Services Limited (who is also a wholly owned subsidiary of Circle 1991 Limited).



Circle Insurance Services (Nottingham) Ltd


Registered office: 118 Holyhead Road, Coventry CV1 3LY


Nature of business: Non trading


%


Class of shares:

holding



Ordinary

100.00




The shares in Circle Insurance Services (Nottingham) Ltd are all held by Circle Insurance Services Limited (who is also a wholly owned subsidiary of Circle 1991 Limited).



Yihu Properties Ltd


Registered office: 118 Holyhead Road, Coventry CV1 3LY


Nature of business: Non trading


%


Class of shares:

holding



Ordinary

100.00




The shares in Yihu Properties Ltd are all held by Circle Insurance Services Limited (who is also a wholly owned subsidiary of Circle 1991 Limited).



Creative Commercial Insurance Brokers Limited


Registered office: Pod 1, Capital Shopping Park, Leckwith Road, Cardiff CF11 8EG


Nature of business: Non trading


%


Class of shares:

holding



Ordinary

100.00




The shares in Creative Commercial Insurance Brokers Limited are all held by Circle Insurance Services Limited (who is also a wholly owned subsidiary of Circle 1991 Limited).




CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


12.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR





Group


£   



Trade debtors

661,458




Other debtors

49,425




Prepayments and accrued income

158,995



869,878




13.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR





Group


Company


£   

£   



Bank loans and overdrafts

86,928


-




Hire purchase contracts  

13,831


-




Trade creditors

149,949


-




Amounts owed to group undertakings

-


618,919




Taxation and social security

285,978


-




Other creditors

133,473


-




Accruals and deferred income

398,566


-



1,068,725


618,919




14.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE

YEAR





Group


£   



Bank loan - 1 to 2 years

97,193




Bank loan - 2 to 5 years

307,009




Bank loan - over 5 years

8,870




Hire purchase contracts  

2,961



416,033





Amounts falling due in more than five years:




Group


£   



Repayable by instalments


Bank loan - over 5 years

8,870





CIRCLE 1991 LIMITED (REGISTERED NUMBER: 12508077)



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE PERIOD 10 MARCH 2020 TO 30 APRIL 2021


15.

SECURED DEBTS



The following secured debts are included within creditors:




Group


£   



Hire purchase contracts

16,792





Hire purchase and finance leases are secured on the assets concerned.  Certain of the group's bank borrowings are secured by a charge on the group's freehold property and group guarantees.  Group bank borrowings are also secured by subsidiary company debentures.  Any assets held in accounts designated client accounts by group trading companies are excluded from the security given.


16.

CALLED UP SHARE CAPITAL




Allotted, issued and fully paid:


Number:

Class:

Nominal


value:

£   



50,000

Ordinary

£1

50,000




The company has granted share options under an EMI Share Option Scheme to three senior members of staff employed by a group company. The share options relate in total to 3,764 ordinary shares of £1 each at an exercise price of £18.00 per share. The share options are fully vested and can be exercised at any time until 27 February 2025. The share options were replacement share options granted to the option holders of Circle Insurance Services Limited following it becoming a wholly owned subsidiary of the company. No other share options were granted during the financial period.