Oakdale Care Homes No.2 Limited - Period Ending 2021-03-31

Oakdale Care Homes No.2 Limited

Contents

Oakdale Care Homes No.2 Limited

Company Information

Oakdale Care Homes No.2 Limited

Strategic Report for the Period from 1 January 2020 to 31 March 2021

The directors present their strategic report for the period from 1 January 2020 to 31 March 2021. The comparative period is for the year ended 31 December 2019.

Principal activity

The principal activity of the company is the provision of aged and dementia residential care in purpose-built, luxury homes in the United Kingdom.

Fair review of the business

The results for the period, which are set out in the profit and loss account, show turnover of £10,018,883 (2019 - £6,439,029) and an operating profit of £970,169 (2019 - £240,615). At 31 March 2021, the company had net assets of £7,408,425 (2019 - £6,357,778). The directors consider the performance for the period and the financial position at the period end to be satisfactory.

Given the nature of the business, the directors are of the opinion that key performance indicators are important. The company uses a number of indicators to monitor and improve the position of the business. Indicators are reviewed and altered to meet changes both in the internal and external environments. The directors do not consider the inclusion of an analysis using key performance indicators to be necessary to assist users of the financial statements in their understanding of the financial performance or position of the company.

Principal risks and uncertainties

The management of the business and the execution of the company's strategy are subject to a number of risks. The key business risks and uncertainties affecting the group are considered to relate to ongoing compliance with current and future legislation affecting the sector.

Approved by the Board on 16 December 2021 and signed on its behalf by:

M J Whitehead
Director

Oakdale Care Homes No.2 Limited

Directors' Report for the Period from 1 January 2020 to 31 March 2021

The directors present their report and the financial statements for the period from 1 January 2020 to 31 March 2021.

Directors of the company

The directors who held office during the period were as follows:

M C Greaves (appointed 31 March 2021)

M G Lowe (appointed 31 March 2021)

P M Raven (appointed 31 March 2021)

M J Whitehead (appointed 31 March 2021)

P J Battle (appointed 6 January 2020 and ceased 30 June 2020)

P Kinsey (appointed 22 June 2020 and ceased 31 March 2021)

R W Scholes (ceased 31 March 2021)

Financial instruments

Objectives and policies

The board constantly monitors the company's trading results and revise projections as appropriate to ensure that the company can meet its future obligations as they fall due.

Price risk, credit risk, liquidity risk and cash flow risk

The company is exposed to the usual credit and cash flow risks associated with selling on credit and manages this through credit control procedures. The company's bank loans are subject to price and liquidity risk as disclosed in note 14 to the financial statements.

The company has sufficient resources available and the directors have prepared forecasts for the next 12 months that indicate that this will continue to be the case and that these cash flows will be sufficient for the company to meet its financing commitments as they fall due. The directors therefore have a reasonable expectation that the comoany has adequate resources to continue in operational existence for the foreseeable future and have continued to adopt the going concern basis in preparing the financial statements.

Future developments

The external environment is expected to remain competitive going forward, however the directors remain confident that the trade of the company will improve on its current level of performance in the future, albeit in a different trading company. (See non adjusting events below).

Important non adjusting events after the financial period

Subsequent to the year end, the company's trade and net assets were transferred to a fellow subsidiary company, Halcyon Care Homes No.1 Limited. Following this transfer the company became dormant.

Disclosure of information to the auditors

Appointment of auditors

Hazlewoods LLP were appointed as auditors to the company during the period, following the resignation of BDO LLP, and have expressed their willingness to continue in office.

Approved by the Board on 16 December 2021 and signed on its behalf by:

M J Whitehead
Director

Oakdale Care Homes No.2 Limited

Statement of Directors' Responsibilities

Oakdale Care Homes No.2 Limited

Independent Auditor's Report to the Members of Oakdale Care Homes No.2 Limited

Opinion

We have audited the financial statements of Oakdale Care Homes No.2 Limited (the 'company') for the period from 1 January 2020 to 31 March 2021, which comprise the Profit and Loss Account, Balance Sheet, 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:

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

We have nothing to report in this regard.

Oakdale Care Homes No.2 Limited

Independent Auditor's Report to the Members of Oakdale Care Homes No.2 Limited

Opinion on other matter prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

Matters on which we are required to report by exception

In the light of our 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 and the Directors' Report.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Oakdale Care Homes No.2 Limited

Independent Auditor's Report to the Members of Oakdale Care Homes No.2 Limited

Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not b e detected, even though the audit is properly planned and performed in accordance with the ISA's (UK).

In identifying and assessing risks of material mis-statement in respect of fraud, including irregularities and non-compliance with laws and regulations, our procedures included the following:

• We obtained an understanding of the legal and regulatory frameworks applicable to the company financial statements or that had a fundamental effect on the company's operations. We determined that the most significant laws and regulations included UK GAAP, UK Companies Act 2006 and taxation laws.
• We understood how the company is complying with those legal and regulatory frameworks by making inquiries of management, those responsible for legal and compliance procedures.
• We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur.

Audit procedures performed by the engagement team included:

• Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
• Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process. Detailed analysis of journals posted through the accounting system during the period to 31 March 2021 has been undertaken;
• Understanding the controls in place to prevent and detect fraud. Reliance was not placed on controls for the entirety of the audit, instead taking a substantive testing approach, however controls were in place to prevent fraud, and they appeared to be working effectively;
• Challenging assumptions and judgements made by management in its significant accounting estimates.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

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 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.

Simon Worsley (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Windsor House
Bayshill Road
Cheltenham
GL50 3AT

16 December 2021

Oakdale Care Homes No.2 Limited

Profit and Loss Account for the Period from 1 January 2020 to 31 March 2021

The above results were derived from continuing operations.

The company has no other comprehensive income for the period.

Oakdale Care Homes No.2 Limited

(Registration number: 10158129)
Balance Sheet as at 31 March 2021

Approved and authorised by the Board on 16 December 2021 and signed on its behalf by:
 

M J Whitehead
Director

Oakdale Care Homes No.2 Limited

Statement of Changes in Equity for the Period from 1 January 2020 to 31 March 2021

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Helios
47 Isabella Road
Garforth
Leeds
LS25 2DY

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

Basis of preparation

Summary of disclosure exemptions

The company has not presented a cash flow statement on the grounds that the company is a wholly owned subsidiary and a group cash flow statement is included in the financial statements of the ultimate parent company.

Name of parent of group

These financial statements are consolidated in the financial statements of Oakdale Care Homes Group Limited.

The financial statements of Oakdale Care Homes Group Limited may be obtained from Companies House.

The financial statements cover a period of 456 days. The accounting period has been lengthened to bring the year end in line with that of its ultimate parent undertaking, Oakdale Care Homes Group Limited.

Going concern

Subsequent to the year end, the company's trade and net assets were transferred to a fellow subsidiary company, Halcyon Care Homes No.1 Limited. Following this transfer the company became dormant.

Judgements and estimation uncertainty

Revenue recognition

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

Tangible assets

Depreciation

Cash and cash equivalents

Trade debtors

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

Trade creditors

Borrowings

Leases

Share capital

Defined contribution pension obligation

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

Financial instruments

Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
 

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

The total turnover of the company has been derived from its principal activity wholly undertaken in the United Kingdom.

The analysis of the company's other operating income for the period is as follows:

Arrived at after charging:

The aggregate payroll costs (including directors' remuneration) were as follows:

The average number of persons employed by the company (including directors) during the period, analysed by category was as follows:

The directors did not receive any remuneration from the company during either the current or prior period.

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

Auditors' remuneration in the prior year was borne by the parent company.

Tax charged/(credited) in the profit and loss account

The tax on profit before tax for the period is lower than the standard rate of corporation tax in the UK (2019 - higher than the standard rate of corporation tax in the UK) of 19% (2019 - 19%).

The differences are reconciled below:

Deferred tax

Deferred tax assets and liabilities

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

Subsequent to the year end, the company's freehold properties were transferred to a fellow subsidiary, Halcyon Care Homes No.1 Limited via the grant of new 999 year leases to that company. The freeholds remained in Oakdale Care Homes No.2 Limited as at the transfer date. These transactions formed part of a wider group reorganisation and on the same date the trade and other net assets of the company were also transferred to Halcyon Care Homes No.1 Limited.

Details of non-current trade and other debtors

£Nil (2019 - £628,424) of amounts owed by group undertakings is classified as non-current.

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

The bank loans were repaid in full on the balance sheet date following the sale of the ultimate parent company to new owners.

The hire purchase liabilities are secured on the assets to which they relate.

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the company to the scheme and amounted to £77,053 (2019 - £48,575).

Contributions totalling £14,462 (2019 - £19,058) were payable to the scheme at the end of the period and are included in creditors.

Oakdale Care Homes No.2 Limited

Notes to the Financial Statements for the Period from 1 January 2020 to 31 March 2021

Allotted, called up and fully paid shares

Prior to 31 March 20201, the company's immediate parent was Oakdale Care Group Limited, incorporated in England and Wales, the ultimate parent was Oakdale Care Homes Group Limited, incorporated in England and Wales and the ultimate controlling party was THCM Fund 1 LP.

On 31 March 2021, Oakdale Care Homes Group Limited was acquired by Oakdale Topco Limited. Subsequent to the year end, Oakdale Topco Limited was acquired by Halcyon Care Homes Topco Limited, a company with no single controlling party.