Chatleigh Limited - Accounts to registrar (filleted) - small 23.1.2

REGISTERED NUMBER: 03637521 (England and Wales)

Unaudited Financial Statements

for the Year Ended 31 October 2022

for

CHATLEIGH LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

P J Medlock

J M Medlock

D J Medlock

S J Medlock

I C Bascombe

REGISTERED OFFICE:

Suite 4 St. George's Lodge

33 Oldfield Road

Bath

Somerset

BA2 3NE

REGISTERED NUMBER:

03637521 (England and Wales)

FIXED ASSETS

Tangible assets

4

33,777

51,525

Investments

5

11,248,333

13,865,190

11,282,110

13,916,715

CURRENT ASSETS

Stocks

1,150,000

1,197,131

Debtors

6

29,807,760

20,842,630

Cash at bank and in hand

724,104

2,137,500

31,681,864

24,177,261

CREDITORS

Amounts falling due within one year

7

(24,870,742

)

(20,012,411

)

NET CURRENT ASSETS

6,811,122

4,164,850

TOTAL ASSETS LESS CURRENT LIABILITIES

18,093,232

18,081,565

CREDITORS

Amounts falling due after more than one year

8

(1,000,000

)

(1,000,000

)

NET ASSETS

17,093,232

17,081,565

CAPITAL AND RESERVES

Called up share capital

10

6,647

6,647

Share premium

249,815

249,815

Fair value reserve

1,487,400

1,429,696

Retained earnings

15,349,370

15,395,407

SHAREHOLDERS' FUNDS

17,093,232

17,081,565

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 October 2022.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 October 2022 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 and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Profit and Loss Account has not been delivered.

The financial statements were approved and authorised for issue by the Board of Directors and authorised for issue on 24 July 2023 and were signed on its behalf by:

D J Medlock - Director

1.	COMPANY INFORMATION

Chatleigh 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.

The principal activity of the company in the year under review was that of management holding company for group undertakings and provision of loan finance facilities.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS 102") and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared on the historical cost convention. The principal accounting policies adopted are set out below.

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover

Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for services provided in the normal course of business, net of discounts, VAT and other sales related taxes.

Tangible fixed assets

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

Fixtures and fittings

-

15% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

25% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

Stocks are stated at the lower of cost and net realisable value. Cost comprises direct materials and where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Financial assets

Basic financial assets, which include trade and other debtors, amounts due from group undertakings and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities

Basic financial liabilities, including trade and other creditors and amounts due to group undertakings are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Financial liabilities are derecognised when, and only when, the company's contractual obligations are discharged, cancelled, or they expire.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, 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 company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 15 (2021 - 15 ) .

4.	TANGIBLE FIXED ASSETS

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

£

£

£

COST

At 1 November 2021

3,488

50,000

26,321

79,809

Additions

-

-

2,255

2,255

At 31 October 2022

3,488

50,000

28,576

82,064

DEPRECIATION

At 1 November 2021

1,195

12,500

14,589

28,284

Charge for year

359

12,500

7,144

20,003

At 31 October 2022

1,554

25,000

21,733

48,287

NET BOOK VALUE

At 31 October 2022

1,934

25,000

6,843

33,777

At 31 October 2021

2,293

37,500

11,732

51,525

5.	FIXED ASSET INVESTMENTS

Shares in

group

Listed

Unlisted

undertakings

investments

investments

Totals

£

£

£

£

COST OR VALUATION

At 1 November 2021

2,316,567

9,798,289

1,750,334

13,865,190

Additions

100

5,306,544

-

5,306,644

Disposals

(1,407,000

)

(4,771,234

)

-

(6,178,234

)

Revaluations

-

(1,745,267

)

-

(1,745,267

)

At 31 October 2022

909,667

8,588,332

1,750,334

11,248,333

NET BOOK VALUE

At 31 October 2022

909,667

8,588,332

1,750,334

11,248,333

At 31 October 2021

2,316,567

9,798,289

1,750,334

13,865,190

Cost or valuation at 31 October 2022 is represented by:

Shares in

group

Listed

Unlisted

undertakings

investments

investments

Totals

£

£

£

£

Valuation in 2019

-

103,699

-

103,699

Valuation in 2020

-

161,053

-

161,053

Valuation in 2021

-

554,681

-

554,681

Valuation in 2022

-

(1,745,267

)

-

(1,745,267

)

Cost

909,667

9,514,166

1,750,334

12,174,167

909,667

8,588,332

1,750,334

11,248,333

If listed investments had not been revalued they would have been included at the following historical cost:

2022

2021

£

£

Cost

9,514,166

8,978,297

Listed investments were valued on an open market basis on 31 October 2022 by LGT Vestra .

6.

DEBTORS

2022

2021

£

£

Amounts falling due within one year:

Trade debtors

-

558,648

Amounts owed by group undertakings

4,717,557

5,711,221

Amounts owed by related party

7,406,823

3,297,532

Other debtors

3,750,716

2,965,982

Directors' current accounts

38,337

837

VAT

6,623

-

Prepayments and accrued income

19,511

188,989

15,939,567

12,723,209

Amounts falling due after more than one year:

Other debtors

13,868,193

8,119,421

Aggregate amounts

29,807,760

20,842,630

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2022

2021

£

£

Trade creditors

17,164

2,383

Amounts owed to group undertakings

10,744,849

12,257,127

Amounts owed to related party

13,733,012

7,297,532

Tax

86,922

290,480

Social security and other taxes

13,396

9,242

VAT

-

107,351

Other creditors

1,804

1,631

Accruals and deferred income

273,595

46,665

24,870,742

20,012,411

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2022

2021

£

£

Shares classed as financial

liabilities

1,000,000

1,000,000

1,000,000

1,000,000

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2022

2021

£

£

Within one year

21,132

21,132

Between one and five years

84,528

84,528

In more than five years

31,698

52,830

137,358

158,490

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2022

2021

value:

£

£

664,700

Ordinary

£0.01

6,647

6,647

Share classed as financial liabilities include £1,000,000 Preference shares of £1 each.

11.	CONTINGENT LIABILITIES

The company is party to an Omnibus Guarantee and Set-Off Agreement in favour of the company's bankers in respect of the following related companies; Anglo Welsh Limited, BuildWales Homes Limited, Beeley Wood Properties Limited, DPRS Finance Limited, SG Aerospace (UK) Limited, Project Finance Limited, Hebron & Medlock Properties Limited, Panda Sanctuaries Holdings Limited, Panda Sanctuaries Limited, Plymouth House Offices Limited and Tony Morris Homes Limited. As at 31 October 2022 the potential liability was £Nil (2021 : £Nil).

12.	OTHER FINANCIAL COMMITMENTS

Two Four One Limited is an underwriting member of Lloyd's and a fully owned subsidiary of the company. The company has entered into an agreement to maintain funds in Two Four One Limited so that it can meet its obligations. Due to the nature of the industry, both the amounts and the dates of future payments are uncertain. During the year Two Four One Limited repaid loans of £702,920 to the company. At the year end Two Four One owed £1,372,049 (2021: £2,074,970) to the company.

The company is a member of D.R. Leighton LLP, which is an underwriting member of Lloyd's. The company has entered into an agreement to maintain funds in D.R.Leighton LLP so that it can meet its obligations. Due to the nature of the industry, both the amounts and the dates of future payments are uncertain. During the year D.R. Leighton LLP repaid loans of £90,841to the company. At the year end D.R. Leighton LLP owed £608,441 (2021: £699,282) to the company.

The company is a member of IQ Capital Fund III LP. The company has entered into an agreement to invest £500,000 in IQ Capital Fund III LP. As at 31 October 2022 the company invested £468,557 and therefore the company is committed to invest another £31,443 although the dates of future payments are uncertain.

The company is a member of IQ Capital Growth Fund I LP. The company has entered into an agreement to invest £2,000,000 in IQ Capital Growth Fund I LP. As at 31 October 2022 the company invested £1,825,498 and therefore the company is committed to invest another £174,502 although the dates of future payments are uncertain.

The company is a member of IQ Capital Growth Fund IV LP. The company has entered into an agreement to invest £500,000 in IQ Capital Growth Fund IV LP. As at 31 October 2022 the company invested £250,000 and therefore the company is committed to invest another £250,000 although the dates of future payments are uncertain.

13.	RELATED PARTY DISCLOSURES

Chatleigh Holdings Limited is the parent company. There was no movement on the loan during the year. At the year end the company owed £10,743,784 (2021: £10,743,784) to Chatleigh Holdings Limited. The loan is interest free and has no set date of repayment.

Chatleigh Energy Limited is a 50% subsidiary in which D J Medlock and P J Medlock are directors. There was no movement on the loan during the year. At the year end Chatleigh Energy Limited owed £21,250 (2021: £21,250) to the company. The loan is interest free and has no set date of repayment.

Chatleigh Finance Limited is a wholly owned subsidiary company. There was no movement on the loan during the year. At the year end the company owed Chatleigh Finance Limited £965 (2021: £965). The loan is interest free and has no set date of repayment.

Two Four One Limited is a wholly owned subsidiary company. During the year Two Four One Limited repaid loans of £702,920 to the company. At the year end Two Four One Limited owed £1,372,049 (2021: £2,074,970) to the company. The loan is interest free and has no set date of repayment.

The company is a member of D.R. Leighton LLP. During the year D.R. Leighton LLP repaid loans of £90,841 to the company. At the year end D.R. Leighton LLP owed £608,441 (2021: £699,282) to the company. The loan is interest free and has no set date of repayment.

Braydon Manor Renewable Energy Limited is a wholly owned subsidiary company. During the year Braydon Manor Renewable Energy Limited repaid loans of £200,000 to the company. At the year end Braydon Manor Renewable Energy Limited owed £2,715,719 (2021: £2,915,719) to the company. The loan is interest free and has no set date of repayment.

Hilperton Investment & Development Limited is a wholly owned subsidiary company. During the year the company repaid loans of £12,378 and advanced a further loan of £98 to Hilperton Investment & Development Limited. At the year end Hilperton Investment and Development Limited owed £98 (2021: £12,378 owed to Hilperton Investment & Development Limited) to the company. The loan is interest free and has no set date of repayment.

Chatleigh Security Trustees Limited is a wholly owned subsidiary company. During the year Chatleigh Security Trustees Limited advanced a loan of £100 to the company. At the year end the company owed £100 to Chatleigh Security Trustees Limited. The loan is interest free and has no set date of repayment.

Anglo Welsh (Holdings) Limited is a company under common control. During the year the company advanced loans of £489,872 to Anglo Welsh (Holdings) Limited. At the year end Anglo Welsh (Holdings) Limited owed £489,872 (2021: £Nil) to the company. The loan is interest free and has no set date of repayment.

Anglo Welsh Limited is a wholly owned subsidiary company. During the year the company repaid loans of £1,500,000 to Anglo Welsh Limited. At the year end the company owed £Nil (2021: £1,500,000) to Anglo Welsh Limited. The loan is interest free and has no set date of repayment.

Project Finance Limited is a company under common control. During the year Project Finance Limited advanced loans of £6,435,480 to the company. At the year end the company owed £13,733,012 (2021:£7,297,532) to Project Finance Limited. The loan is interest free and has no set date of repayment.

DPRS Finance Limited is a company under common control. During the year the company advanced loans to DPRS Finance Limited of £3,319,419. At the year end DPRS Finance Limited owed £6,616,951 (2021: £3,297,532) to the company. The loan is interest free and has no set date of repayment.

Blue Scorpio Limited is a company under common control. During the year the company advanced loans to Blue Scorpio Limited of £104,000. At the year end Blue Scorpio Limited owed £104,000 (2021: £Nil) to the company. The loan is interest free and has no set date of repayment.

Shimao Limited is a company under common control. During the year the company advanced loans to Shimao Limited of £48,000. At the year end Shimao Limited owed £48,000 (2021: £Nil) to the company. The loan is interest free and has no set date of repayment.

Bamboo Panda Limited is a company under common control. During the year the company advanced loans to Bamboo Panda Limited of £148,000. At the year end Bamboo Panda Limited owed £148,000 (2021: £Nil) to the company. The loan is interest free and has no set date of repayment.

D J Medlock is a director of the company. During the year D J Medlock advanced loans to the company of £37,500. At the year end D J Medlock owed the company £38,336 (2021: £836). The loan is interest free and has no set date of repayment.