Sacyr Infrastructure UK Limited Company accounts

Sacyr Infrastructure UK Limited Company accounts


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COMPANY REGISTRATION NUMBER: 10807052
Sacyr Infrastructure UK Limited
Report and Financial Statements
31 December 2021
Sacyr Infrastructure UK Limited
Financial Statements
Year ended 31 December 2021
Contents
Page
Officers and professional advisers
1
Directors' report
2
Directors' responsibilities statement
4
Independent auditor's report to the members
5
Statement of income and retained earnings
8
Statement of financial position
9
Notes to the financial statements
10
Sacyr Infrastructure UK Limited
Officers and Professional Advisers
The board of directors
Mr O J Bartolomé de Miguel
Mr R Gómez del Río Sanz-Hernanz
Mr P Mochón López
Registered office
1 Lyric Square
Office 2.13
Hammersmith
London
United Kingdom
W6 0NB
Auditor
Hall Morrice LLP
Chartered accountants & statutory auditor
6 & 7 Queens Terrace
Aberdeen
Scotland
AB10 1XL
Bankers
Banco Sabadell
Sabadell House
120 Pall Mall
London
SW1Y 5EA
Sacyr Infrastructure UK Limited
Directors' Report
Year ended 31 December 2021
The directors present their report and the financial statements of the Company for the year ended 31 December 2021 .
Principal activities
The principal activity of the company during the year was the operation and management of infrastructure services.
Directors
The directors who served the Company during the year were as follows:
Mr O J Bartolomé de Miguel
Mr R Gómez del Río Sanz-Hernanz
Mr P Mochón López
(Appointed 27 September 2021)
Mr F Corral Fernández
(Resigned 27 September 2021)
Dividends
The directors do not recommend the payment of a dividend.
Future developments
The company intends to continue to focus on the launch of potential future infrastructure projects. The main change that could happen in the operations of the company within the upcoming 12 months would be linked to the award of Velindre Cancer Centre project, where final submission is expected for May 2022, and financial close within the first quarter 2023.
Events after the end of the reporting period
Particulars of events after the reporting date are detailed in note 14 to the financial statements.
Disclosure of information to the auditor So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information, being information needed by the auditor in connection with preparing its report, of which the auditor is unaware. Having made enquiries of fellow directors and the company's auditor, each director has taken all the steps that they are obliged to take as a directors in order to make himself aware of any relevant audit information and to establish that the auditor is aware of that information. Strategic Report The company has taken the exemption under Section 414B of the Companies Act 2006 from the requirement to prepare a Strategic Report for the financial year.
Auditor
The auditor, Hall Morrice LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
This report was approved by the board of directors on 1 April 2022 and signed on behalf of the board by:
Mr O J Bartolomé de Miguel
Mr R Gómez del Río Sanz-Hernanz
Director
Director
Mr P Mochón López
Director
Registered office:
1 Lyric Square
Office 2.13
Hammersmith
London
United Kingdom
W6 0NB
Sacyr Infrastructure UK Limited
Directors' Responsibilities Statement
Year ended 31 December 2021
The directors are responsible for preparing the directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 profit or loss of the company for that period. In preparing those financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - make judgments 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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Sacyr Infrastructure UK Limited
Independent Auditor's Report to the Members of Sacyr Infrastructure UK Limited
Year ended 31 December 2021
Opinion
We have audited the financial statements of Sacyr Infrastructure UK Limited (the 'Company') for the year ended 31 December 2021 which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position 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 Company's affairs as at 31 December 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of 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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the directors' report has 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 directors' report. 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, 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 the 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 Company is not entitled to claim exemption in preparing a Strategic report due to it being a member of an ineligible group.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, 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: - Enquiry of management, those charged with governance around actual and potential litigation and claims. - Enquiry of entity in compliance functions to identify any instances of non-compliance with laws and regulations. - Reviewing internal audit reports. - Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. - Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business. A further description of our responsibilities is available on the Financial Reporting Council's website at: https/www.frc.org.uk/auditorsresponsibilites. 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.
Robert J C Bain MA CA CTA
(Senior Statutory Auditor)
For and on behalf of
Hall Morrice LLP
Chartered accountants & statutory auditor
6 & 7 Queens Terrace
Aberdeen
Scotland
AB10 1XL
1 April 2022
Sacyr Infrastructure UK Limited
Statement of Income and Retained Earnings
Year ended 31 December 2021
2021
2020
Note
£
£
Turnover
4
26,619
62,500
--------
--------
Gross profit
26,619
62,500
Administrative expenses
( 325,940)
( 352,210)
---------
---------
Operating loss
5
( 299,321)
( 289,710)
---------
---------
Loss before taxation
( 299,321)
( 289,710)
Tax on loss
9
---------
---------
Loss for the financial year and total comprehensive income
( 299,321)
( 289,710)
---------
---------
Retained losses at the start of the year
( 1,315,404)
( 1,025,694)
------------
------------
Retained losses at the end of the year
( 1,614,725)
( 1,315,404)
------------
------------
All the activities of the Company are from continuing operations.
Sacyr Infrastructure UK Limited
Statement of Financial Position
31 December 2021
2021
2020
Note
£
£
Current assets
Debtors
10
30,570
19,948
Cash at bank and in hand
49,791
43,545
--------
--------
80,361
63,493
Creditors: amounts falling due within one year
11
( 120,086)
( 33,897)
---------
--------
Net current (liabilities)/assets
( 39,725)
29,596
--------
--------
Total assets less current liabilities
( 39,725)
29,596
--------
--------
Net (liabilities)/assets
( 39,725)
29,596
--------
--------
Capital and reserves
Called up share capital
12
1,000
1,000
Capital contribution reserve
13
1,574,000
1,344,000
Profit and loss account
13
( 1,614,725)
( 1,315,404)
------------
------------
Shareholders (deficit)/funds
( 39,725)
29,596
------------
------------
These financial statements were approved by the board of directors and authorised for issue on 1 April 2022 , and are signed on behalf of the board by:
Mr O J Bartolomé de Miguel
Mr R Gómez del Río Sanz-Hernanz
Director
Director
Mr P Mochón López
Director
Company registration number: 10807052
Sacyr Infrastructure UK Limited
Notes to the Financial Statements
Year ended 31 December 2021
1. General information
The Company is a private Company limited by shares, registered in England and Wales. The address of the registered office is 1 Lyric Square, Office 2.13, Hammersmith, London, W6 0NB, United Kingdom.
2. Statement of compliance
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of Companies Act 2006.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis. The financial statements are prepared in sterling, which is the functional currency of the entity.
Going concern
The directors have assessed the ability of the Company to continue as a going concern by reviewing its funding requirements over the period to 31 December 2022. The Company is funded by its immediate parent undertaking and controlling party Sacyr Concesiones S.L.. The directors note that the Company has made a loss for the year and is in a net current liabilities and net liabilities position at year end of £39,725 (2020 - net current assets and net assets of £29,596) of which £112,573 relates to to repayable on demand intercompany payables. The directors have prepared cashflow forecasts for the company taking into account the current economic and financial climate. The effect on the business of the pandemic relates to both the slowdown in the pipeline of future infrastructure projects, which the company is looking to bid for, and an increase in the level of uncertainty, which is reflected i.e. in an increase of labour and materials prices. Despite this, no project has been cancelled and management remain ready and prepared to bid for those projects that are expected to be launched over the coming months/years including the A9 highway in Scotland and the HARP in Manchester. The directors have obtained a letter of support from Sacyr Concesiones S.L. The support letter confirms that for a period of at least twelve months from the date of approval of the financial statements Sacyr Concesiones S.L. will make available such funds as are required to enable the Company to meet its liabilities as they fall due. In addition, the directors have obtained waiver letters from the Company’s inter-company creditors waiving repayment of the inter-company creditors for a period of at least twelve months from the date of approval of the financial statements. After making detailed enquiries. the directors are confident that Sacyr Concesiones S.L. has sufficient resources to enable it to provide the support outlined above. On the basis of their assessment of the Company’s financial position and the letter of support and waiver letters provided as set out above, the directors are confident that the Company will be able to meet its liabilities as they fall due and continue in operational existence for at least 12 months from the date of approval of the financial statements. Accordingly, the directors consider it appropriate to continue to adopt the going concern basis in preparing the Company’s financial statements.
Disclosure exemptions
The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of Sacyr Concesiones S.L. which can be obtained from the registered office and principal place of business for the parent entity of Calle Condesa de Venadito, 7, 5th Floor, 28027, Madrid, Spain. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: (a) No cash flow statement has been presented for the Company. (b) Disclosures in respect of financial instruments have not been presented. (c) No disclosure has been given for the aggregate remuneration of key management personnel.
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Revenue recognition
Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for services rendered, stated net of discounts and Value Added Tax. Revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the outcome cannot be reliably estimated, revenue is recognised only to the extent that it is probable the expenses recognised will be recovered.
Corporation tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is provided at the amounts expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Foreign currencies
Foreign currency transactions are recorded by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the statement of income and retained earnings.
Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument .
4. Turnover
Turnover arises from:
2021
2020
£
£
Rendering of services
26,619
62,500
--------
--------
The whole of the turnover is attributable to the principal activity of the Company wholly undertaken in the United Kingdom.
5. Operating profit
Operating profit or loss is stated after charging/crediting:
2021
2020
£
£
Foreign exchange differences
( 745)
2,921
----
-------
6. Auditor's remuneration
2021
2020
£
£
Fees payable for the audit of the financial statements
3,000
7,000
-------
-------
7. Staff costs
The average number of persons employed by the Company during the year, including the directors, amounted to:
2021
2020
No.
No.
Management staff
3
3
----
----
The aggregate payroll costs incurred during the year, relating to the above, were:
2021
2020
£
£
Wages and salaries
15,942
211,661
Social security costs
1,132
12,841
--------
---------
17,074
224,502
--------
---------
8. Directors' remuneration
The directors' aggregate remuneration in respect of qualifying services was:
2021
2020
£
£
Remuneration
20,163
217,083
--------
---------
Remuneration of the highest paid director in respect of qualifying services:
2021
2020
£
£
Aggregate remuneration
20,163
217,083
--------
---------
9. Tax on loss
Reconciliation of tax income
The tax assessed on the loss on ordinary activities for the year is lower than (2020: lower than) the standard rate of corporation tax in the UK of 19 % (2020: 19 %).
2021
2020
£
£
Loss on ordinary activities before taxation
( 299,321)
( 289,710)
---------
---------
Loss on ordinary activities by rate of tax
56,871
55,045
Unused tax losses
( 56,871)
( 55,045)
---------
---------
Tax on loss
---------
---------
10. Debtors
2021
2020
£
£
Amounts owed by group undertakings
20,741
9,918
Prepayments and accrued income
8,299
7,522
Other debtors
1,530
2,508
--------
--------
30,570
19,948
--------
--------
11. Creditors: amounts falling due within one year
2021
2020
£
£
Trade creditors
2,906
3,411
Amounts owed to group undertakings
112,573
16,473
Accruals
4,607
14,013
---------
--------
120,086
33,897
---------
--------
12. Called up share capital
Issued, called up and fully paid
2021
2020
No.
£
No.
£
Ordinary shares of £ 1 each
1,000
1,000
1,000
1,000
-------
-------
-------
-------
13. Capital contribution reserve
This reserve records amounts provided by the parent company and treated as a non-distributable reserve. Profit and loss account This reserve records the accumulated distributable profits made by the company net of distributions to shareholders.
14. Events after the end of the reporting period
There are no significant events to report since balance date.
15. Related party transactions
At the period end, Sacyr UK Limited, a fellow subsidiary of the Sacyr S.A, group, was due to pay £20,741 (2020 - £9,918) to the Company for the recharge of costs paid on its behalf. The balance is shown within Debtors. Sacyr UK Limited was also due to receive £18,816 (2020 - £4,704) from the Company for the recharge of costs paid on the Company’s behalf. The balance is shown within Creditors. At the period end, a balance of £93,757 (2020 - £11,769) was owed to the immediate parent company, Sacyr Concesiones S.L., for costs paid on the Company's behalf. The balance is shown within Creditors.
16. Controlling party
The Company is under the control of Sacyr Concesiones S.L., the immediate parent company. The registered office and principal place of business for the immediate parent company is Calle Condesa de Venadito, 7, 5th Floor, 28027, Madrid, Spain. The ultimate parent company is Sacyr S.A. The registered office and principal place of business for the ultimate parent company is Calle Condesa de Venadito, 7, 5th Floor, 28027, Madrid, Spain. The ultimate parent company is registered in Spain with the group accounts publicly available in the country of origin and in accordance with Spanish regulations. The directors believe there are no beneficial owners of the ultimate parent company.