Healthcare Holdco Ltd - Limited company accounts 22.3

REGISTERED NUMBER: 08612662 (England and Wales)

Group Strategic Report, Report of the Director and

Consolidated Financial Statements for the Year Ended 31 March 2022

for

Healthcare Holdco Ltd

Page

Company Information

1

Group Strategic Report

2

Report of the Director

3

Report of the Independent Auditors

4

Consolidated Income Statement

8

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Cash Flow Statement

14

Notes to the Consolidated Cash Flow Statement

15

Notes to the Consolidated Financial Statements

16

DIRECTOR:

Dr J S Dhariwal

REGISTERED OFFICE:

Walnut Tree House

Court Lane

Burnham

Slough

Buckinghamshire

SL1 8DN

REGISTERED NUMBER:

08612662 (England and Wales)

AUDITORS:

Dunkley's Statutory Auditors Chartered Accountants

Woodlands Grange

Woodlands Lane

Bradley Stoke

Bristol

BS32 4JY

The director presents his strategic report of the company and the group for the year ended 31 March 2022.

REVIEW OF BUSINESS

The Directors are confident about the continuing financial performance of the business and continue to review opportunities provided.

The principal performance indicators used by the board are as follows:

2022

2021

£

£

Turnover

12,174,125

10,090,580

Active branches

19

19

Average turnover per branch

640,743

531,083

PRINCIPAL RISKS AND UNCERTAINTIES

The company seeks to minimise financial risk and appropriate terms are negotiated with lenders, suppliers and . patients. Management reviews the terms and the relationships and manages the exposure as appropriate.

An ongoing risk surrounds the chance of any injuries suffered by patients during dental procedures. The management continuously update safety training and ensure all staff are properly trained to a high level of competency to limit this risk. Other methods designed to reduce this risk to an acceptable level include reviewing any contracted associate dentists, hygienists, locum or similar support to ensure that they maintain the proper continuing professional development, memberships of relevant organisations and insurance cover.

ON BEHALF OF THE BOARD:

Dr J S Dhariwal - Director

31 March 2023

The director presents his report with the financial statements of the company and the group for the year ended 31 March 2022.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2022.

FUTURE DEVELOPMENTS

The group continues to seek new opportunities in which to expand its activities.

DIRECTOR

Dr J S Dhariwal held office during the whole of the period from 1 April 2021 to the date of this report.

FINANCIAL INSTRUMENTS

The company's financial instruments comprise of bank borrowing, cash and liquid resources, and various items such as trade creditors that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the company's operations.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and 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 director is 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 he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Dunkley's Statutory Auditors Chartered Accountants, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Dr J S Dhariwal - Director

31 March 2023

Opinion

We have audited the financial statements of Healthcare Holdco Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2022 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 2022 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 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 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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 Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Director have 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 Group Strategic Report or the Report of the Director.

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 director's remuneration specified by law are not made; or

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

Responsibilities of director

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

In preparing the financial statements, the director is responsible for assessing the 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 director either intends to liquidate the group or the parent company or to cease operations, or has 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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:

Extent to which the audit was considered capable of detecting irregularities, including fraud

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

- the nature of the industry and sector, control environment and business performance including the design of the company's remuneration policies, bonus levels and performance targets;

- any matters we identified, having obtained and reviewed the company's documentation of their policies and procedures relating to:

o identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

o detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

o the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

- the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the areas of management override of controls, and revenue recognition.

We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements.

Audit response to risks identified

Our procedures to respond to risks identified included the following:

- enquiring of management, concerning actual and potential litigation and claims;

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

- in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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.

M Dobbins FCA (Senior Statutory Auditor)

for and on behalf of Dunkley's Statutory Auditors Chartered Accountants

Woodlands Grange

Woodlands Lane

Bradley Stoke

Bristol

BS32 4JY

31 March 2023

TURNOVER

11,241,672

9,482,362

Cost of sales

5,500,286

3,525,069

GROSS PROFIT

5,741,386

5,957,293

Administrative expenses

4,578,003

3,115,102

1,163,383

2,842,191

Other operating income

139,848

175,740

OPERATING PROFIT

4

1,303,231

3,017,931

Income from interest in associated undertakings

80,000

80,000

Interest receivable and similar income

-

13

80,000

80,013

1,383,231

3,097,944

Interest payable and similar expenses

5

500

42,731

PROFIT BEFORE TAXATION

1,382,731

3,055,213

Tax on profit

6

200,558

696,909

PROFIT FOR THE FINANCIAL YEAR

1,182,173

2,358,304

Profit attributable to:

Owners of the parent

1,182,173

2,358,304

PROFIT FOR THE YEAR

1,182,173

2,358,304

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,182,173

2,358,304

Total comprehensive income attributable to:

Owners of the parent

1,182,173

2,358,304

FIXED ASSETS

Intangible assets

9

797,653

867,915

Tangible assets

10

710,914

589,373

Investments

11

-

-

1,508,567

1,457,288

CURRENT ASSETS

Stocks

12

11,700

58,300

Debtors

13

4,070,107

2,726,253

Cash at bank and in hand

2,893,538

2,956,759

6,975,345

5,741,312

CREDITORS

Amounts falling due within one year

14

3,006,913

2,890,227

NET CURRENT ASSETS

3,968,432

2,851,085

TOTAL ASSETS LESS CURRENT LIABILITIES

5,476,999

4,308,373

CREDITORS

Amounts falling due after more than one year

15

(35,833

)

(45,833

)

PROVISIONS FOR LIABILITIES

18

(59,565

)

(63,114

)

NET ASSETS

5,381,601

4,199,426

CAPITAL AND RESERVES

Called up share capital

19

100

100

Retained earnings

20

5,381,501

4,199,326

SHAREHOLDERS' FUNDS

5,381,601

4,199,426

The financial statements were approved by the director and authorised for issue on 31 March 2023 and were signed by:

Dr J S Dhariwal - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

3,143

4,038

Investments

11

205,054

205,054

208,197

209,092

CURRENT ASSETS

Debtors

13

3,326,327

3,054,109

Cash at bank

389,205

646,387

3,715,532

3,700,496

CREDITORS

Amounts falling due within one year

14

4,423,443

4,061,823

NET CURRENT LIABILITIES

(707,911

)

(361,327

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(499,714

)

(152,235

)

CAPITAL AND RESERVES

Called up share capital

19

100

100

Retained earnings

(499,814

)

(152,335

)

SHAREHOLDERS' FUNDS

(499,714

)

(152,235

)

Company's loss for the financial year

(347,479

)

(176,624

)

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 director and authorised for issue on 31 March 2023 and were signed by:

Dr J S Dhariwal - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2020

100

1,845,022

1,845,122

Changes in equity

Dividends

-

(4,000

)

(4,000

)

Total comprehensive income

-

2,358,304

2,358,304

Balance at 31 March 2021

100

4,199,326

4,199,426

Changes in equity

Total comprehensive income

-

1,182,173

1,182,173

Balance at 31 March 2022

100

5,381,499

5,381,599

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2020

100

28,289

28,389

Changes in equity

Dividends

-

(4,000

)

(4,000

)

Total comprehensive income

-

(176,624

)

(176,624

)

Balance at 31 March 2021

100

(152,335

)

(152,235

)

Changes in equity

Total comprehensive income

-

(347,479

)

(347,479

)

Balance at 31 March 2022

100

(499,814

)

(499,714

)

Cash flows from operating activities

Cash generated from operations

1

2,270,108

2,802,818

Interest paid

(500

)

(42,731

)

Tax paid

(541,209

)

(200,000

)

Government grants

117,322

163,089

Net cash from operating activities

1,845,721

2,723,176

Cash flows from investing activities

Purchase of intangible fixed assets

(60,270

)

-

Purchase of tangible fixed assets

(270,667

)

(103,520

)

Interest received

-

13

Dividends received

80,000

80,000

Net cash from investing activities

(250,937

)

(23,507

)

Cash flows from financing activities

Loan repayments in year

(4,166

)

(653,829

)

Amount withdrawn by directors

(472,368

)

573,058

Movement in loans with related parties

(1,181,446

)

(350,799

)

Equity dividends paid

-

(4,000

)

Net cash from financing activities

(1,657,980

)

(435,570

)

(Decrease)/increase in cash and cash equivalents

(63,196

)

2,264,099

Cash and cash equivalents at beginning of year

2

2,956,734

692,635

Cash and cash equivalents at end of year

2

2,893,538

2,956,734

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.3.22

31.3.21

£

£

Profit before taxation

1,382,731

3,055,213

Depreciation charges

279,659

266,654

Government grants

(117,322

)

(163,089

)

Finance costs

500

42,731

Finance income

(80,000

)

(80,013

)

1,465,568

3,121,496

Decrease/(increase) in stocks

46,600

(1,600

)

Increase in trade and other debtors

(162,308

)

(260,952

)

Increase/(decrease) in trade and other creditors

920,248

(56,126

)

Cash generated from operations

2,270,108

2,802,818

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 March 2022

31.3.22

1.4.21

£

£

Cash and cash equivalents

2,893,538

2,956,759

Bank overdrafts

-

(25

)

2,893,538

2,956,734

Year ended 31 March 2021

31.3.21

1.4.20

£

£

Cash and cash equivalents

2,956,759

692,635

Bank overdrafts

(25

)

-

2,956,734

692,635

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.4.21

Cash flow

At 31.3.22

£

£

£

Net cash

Cash at bank and in hand

2,956,759

(63,221

)

2,893,538

Bank overdrafts

(25

)

25

-

2,956,734

(63,196

)

2,893,538

Debt

Debts falling due within 1 year

(4,167

)

(5,833

)

(10,000

)

Debts falling due after 1 year

(45,833

)

10,000

(35,833

)

(50,000

)

4,167

(45,833

)

Total

2,906,734

(59,029

)

2,847,705

1.	STATUTORY INFORMATION

Healthcare Holdco 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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

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 2010, 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.

Improvements to property

-

20% on reducing balance, 20% on cost, Straight line over 3 - 10 years, 10% on cost and over remaining period of lease

Plant and machinery

-

33.33% on cost, 20% on reducing balance and 20% on cost

Fixtures and fittings

-

20% on reducing balance and 15% on reducing balance

Computer equipment

-

33.33% on cost, 33% on reducing balance and 20% on reducing balance

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

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

31.3.22

31.3.21

£

£

Wages and salaries

2,339,409

1,670,292

Social security costs

152,069

116,344

Other pension costs

37,364

22,006

2,528,842

1,808,642

The average number of employees during the year was as follows:

31.3.22

31.3.21

Dental support staff

12

7

The average number of employees by undertakings that were proportionately consolidated during the year was 160 (2021 - 109 ) .

31.3.22

31.3.21

£

£

Director's remuneration

-

-

4.	OPERATING PROFIT

The operating profit is stated after charging:

31.3.22

31.3.21

£

£

Other operating leases

270,175

261,923

Depreciation - owned assets

149,126

131,662

Goodwill amortisation

130,532

134,988

Auditors' remuneration

16,500

-

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.3.22

31.3.21

£

£

Bank interest

6

42,106

Bank loan interest

-

625

Loan

494

-

500

42,731

6.

TAXATION

Analysis of the tax charge

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

31.3.22

31.3.21

£

£

Current tax:

UK corporation tax

204,126

600,496

Tax under/over provided

43

-

Total current tax

204,169

600,496

Deferred tax

(3,611

)

96,413

Tax on profit

200,558

696,909