FCAL_Limited - Accounts


Company Registration No. 08328850 (England and Wales)
FCAL Limited
Financial statements
for the year ended 31 December 2022
Pages for filing with the registrar
FCAL Limited
Company information
Directors
Jonathan Cooke
Charles Hobley
Paul Offley
Nicola Stevenson
Jonathan Handford
Emilie Despois
(Appointed 21 February 2022)
Company number
08328850
Registered office
121 Park Lane
Mayfair
London
W1K 7AG
Independent auditor
Saffery LLP
Westpoint
Peterborough Business Park
Lynch Wood
Peterborough
PE2 6FZ
FCAL Limited
Contents
Page
Balance sheet
1
Notes to the financial statements
2 - 7
FCAL Limited
Balance sheet
As at 31 December 2022
Page 1
2022
2021
Notes
£
£
£
£
Current assets
Debtors
4
1,011,586
1,144,792
Cash at bank and in hand
72,131
318,989
1,083,717
1,463,781
Creditors: amounts falling due within one year
5
(110,702)
(82,178)
Net current assets
973,015
1,381,603
Creditors: amounts falling due after more than one year
6
(25,942,061)
(26,538,927)
Net liabilities
(24,969,046)
(25,157,324)
Capital and reserves
Called up share capital
35,052
35,052
Share premium account
4,532,045
4,532,045
Profit and loss reserves
(29,536,143)
(29,724,421)
Total deficit
(24,969,046)
(25,157,324)

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 20 September 2023 and are signed on its behalf by:
Jonathan Cooke
Director
Company Registration No. 08328850
FCAL Limited
Notes to the financial statements
For the year ended 31 December 2022
Page 2
1
Accounting policies
Company information

FCAL Limited is a private company limited by shares incorporated in England and Wales. The registered office is 121 Park Lane, Mayfair, London, W1K 7AG.

 

The principal activity of the company continued to be that of branded property-related services.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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 under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

  • Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

  • Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

  • Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

  • Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

FCAL Limited is a wholly owned subsidiary of nurtur.group Limited and the results of FCAL Limited are included in the consolidated financial statements of nurtur.group Limited which are available from the registered office.

FCAL Limited
Notes to the financial statements (continued)
For the year ended 31 December 2022
1
Accounting policies (continued)
Page 3
1.2
Going concern

The company is technically insolvent as it has a deficit of shareholder funds of £25.2m. The parent company has provided a letter of support confirming that it will not seek repayment of the amounts for at least 12 months from the date the accounts were signed. true

 

The directors have considered the factors that impact the company's future development, performance, cash flows and financial position along with the company's current liquidity in forming their opinion on the going concern basis. The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future as a result of the financial strength in the balance sheet and cash liquidity of the company and the parent undertaking. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

1.3
Turnover

Turnover represents the value, net of value added tax and discounts, of work carried out in respect of goods and services provided to customers. Revenue is recognised when it can be reliably measured and the economic benefit of the service has been received by customers.

1.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and 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.

1.5
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 in the company's balance sheet 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.

Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

FCAL Limited
Notes to the financial statements (continued)
For the year ended 31 December 2022
1
Accounting policies (continued)
Page 4
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Financial liabilities classified as payable within one year are not amortised.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.7
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

FCAL Limited
Notes to the financial statements (continued)
For the year ended 31 December 2022
1
Accounting policies (continued)
Page 5
1.8
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Deferred tax asset

A deferred tax asset has been recognised in respect of losses which are expected to be offset against future profits arising within the next three years.

3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2022
2021
Number
Number
Total
-
0
-
0
FCAL Limited
Notes to the financial statements (continued)
For the year ended 31 December 2022
Page 6
4
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
111,611
52,981
Amounts owed by group undertakings
233,140
1,558
Other debtors
1,200
6,375
345,951
60,914
Deferred tax asset
145,449
366,287
491,400
427,201
2022
2021
Amounts falling due after more than one year:
£
£
Deferred tax asset
520,186
717,591
Total debtors
1,011,586
1,144,792

The deferred tax debtor of £665,635 at year end is considered recoverable against future profits in the company.

5
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
67,859
23,198
Amounts owed to group undertakings
3,526
-
0
Taxation and social security
17,213
21,908
Other creditors
22,104
37,072
110,702
82,178
6
Creditors: amounts falling due after more than one year
2022
2021
£
£
Amounts owed to group undertakings
25,942,061
26,538,927
FCAL Limited
Notes to the financial statements (continued)
For the year ended 31 December 2022
Page 7
7
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

Senior Statutory Auditor:
Alistair Hunt
Statutory Auditors:
Saffery LLP
8
Financial commitments, guarantees and contingent liabilities

The Company has given a guarantee to HSBC UK Bank Plc in respect of the parent company's bank loan, secured by a debenture dated 22 April 2022 giving a fixed and floating charge over the assets of the Company. The bank loan held by nurtur.group Limited at 31 December 2022 amounted to £8,750,000.

9
Parent company

The parent company is nurtur.group Limited, a company limited by shares incorporated in England and Wales. The registered office is 121 Park Lane, London, England, W1K 7AG.

 

In the opinion of the directors, the company’s ultimate controlling party is Martin Hughes by virtue of his control over the funds which have a majority shareholding in the company.

 

The largest and smallest group of undertakings for which group financial statements have been drawn up including the Company is that headed by nurtur.group Limited. Copies of group financial statements can be obtained from Companies House, Cardiff.

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