Clearwell Capital Limited - Limited company accounts 16.3

REGISTERED NUMBER: 07334412 (England and Wales)

Report of the Director and

Unaudited Financial Statements for the Year Ended 31 August 2016

for

Clearwell Capital Limited

Page

Company Information

1

Report of the Director

2

Director's Responsibilities Statement

3

Independent Chartered Accountants' Review
Report

4

Profit and Loss Account

5

Balance Sheet

6

Notes to the Financial Statements

8

DIRECTOR:

E W Marley-Shaw

REGISTERED OFFICE:

Audley House

12 Margaret Street

London

W1W 8RH

REGISTERED NUMBER:

07334412 (England and Wales)

ACCOUNTANTS:

Michael Beaver & Co

187 Uxbridge Road

London

W13 9AJ

The director presents his report with the financial statements of the company for the year ended 31 August 2016.

DIRECTOR

E W Marley-Shaw held office during the whole of the period from 1 September 2015 to the date of
this report.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act

2006 relating to small companies.

ON BEHALF OF THE BOARD:

E W Marley-Shaw - Director

23 November 2016

I confirm that as a director I have met my duty in accordance with the Companies Act 2006 to:

-	ensure that the company has kept proper accounting records;

-	prepare financial statements which give a true and fair view of the state of affairs of the company as at 31 August 2016 and of its profit for that period in accordance with the Financial Reporting Standard for Smaller Entities (effective January 2015); and

-	follow the applicable accounting policies, subject to any material departures disclosed and explained in the notes to the financial statements.

E W Marley-Shaw - Director

23 November 2016

We have reviewed the financial statements of Clearwell Capital Limited for the year ended 31 August 2016, which comprise the Profit and Loss Account, the Balance Sheet and the related notes 1 to 11. The financial reporting framework that has been applied in their preparation is applicable law and the Financial Reporting Standard for Smaller Entities (effective January 2015) (United Kingdom Generally Accepted Accounting Practice applicable to Smaller Entities).

This report is made solely to the company's director in accordance with the terms of our engagement letter dated 26 June 2014. Our review has been undertaken so that we might state to the director those matters that we have agreed with him in our engagement letter 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 director for our work, for this report or the conclusions we have formed.

Director's responsibility for the financial statements

As explained more fully in the Director's Responsibilities Statement 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.

Accountants' responsibility

Our responsibility is to express a conclusion based on our review of the financial statements. We

conducted our review in accordance with International Standard on Review Engagements (ISRE)

2400 (Revised), 'Engagements to review historical financial statements' and ICAEW Technical

Release TECH 09/13AAF 'Assurance review engagements on historical financial statements'.

ISRE 2400 also requires us to comply with the ICAEW Code of Ethics.

Scope of the assurance review

A review of financial statements in accordance with ISRE 2400 (Revised) is a limited assurance

engagement. We have performed additional procedures to those required under a compilation

engagement. These primarily consist of making enquiries of management and others within the

entity, as appropriate, applying analytical procedures and evaluating the evidence obtained. The

procedures performed in a review are substantially less than those performed in an audit

conducted in accordance with International Standards on Auditing (UK and Ireland). Accordingly,

we do not express an audit opinion on these financial statements.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the financial statements have not been prepared:

-	so as to give a true and fair view of the state of the company's affairs as at 31 August 2016 and of its profit for the year then ended;

-	in accordance with United Kingdom Generally Accepted Accounting Practice applicable to Smaller Entities; and

-	in accordance with the requirements of the Companies Act 2006.

Michael Beaver & Co

187 Uxbridge Road

London

W13 9AJ

23 November 2016

TURNOVER

913,503

667,223

Cost of sales

389,454

228,797

GROSS PROFIT

524,049

438,426

Administrative expenses

53,153

93,978

OPERATING PROFIT and

PROFIT ON ORDINARY ACTIVITIES
BEFORE TAXATION

2

470,896

344,448

Tax on profit on ordinary activities

3

94,179

69,212

PROFIT FOR THE FINANCIAL YEAR

376,717

275,236

FIXED ASSETS

Investments

4

300,000

CURRENT ASSETS

Debtors

5

3,864,542

3,405,063

Cash at bank

576,073

94,239

4,440,615

3,499,302

CREDITORS

Amounts falling due within one year

6

1,207,944

310,881

NET CURRENT ASSETS

3,232,671

3,188,421

TOTAL ASSETS LESS CURRENT
LIABILITIES

3,532,671

3,488,421

CREDITORS

Amounts falling due after more than
one year

7

2,429,835

2,762,302

NET ASSETS

1,102,836

726,119

CAPITAL AND RESERVES

Called up share capital

9

104,174

Share premium

10

99,876

Profit and loss account

10

898,786

522,069

SHAREHOLDERS' FUNDS

1,102,836

726,119

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 August 2016.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 August 2016 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his 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 in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies and with the Financial Reporting Standard for Smaller Entities (effective January 2015).

The financial statements were approved by the director on 23 November 2016 and were signed by:

E W Marley-Shaw - Director

1.	ACCOUNTING POLICIES

Accounting convention

The financial statements have been prepared under the historical cost convention and in

accordance with the Financial Reporting Standard for Smaller Entities (effective January

2015).

Turnover

Turnover represents net invoiced sales of goods, excluding value added tax.

2.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

31.8.16

31.8.15

£

Foreign exchange differences

(11,726

)

8,990

Director's remuneration and other benefits etc

10,600

10,000

3.

TAXATION

Analysis of the tax charge

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

31.8.16

31.8.15

£

Current tax:

UK corporation tax

94,179

69,212

Tax on profit on ordinary activities

94,179

69,212

4.	FIXED ASSET INVESTMENTS

Other

loans

£

At 1 September 2015

and 31 August 2016

300,000

5.

DEBTORS

31.8.16

31.8.15

£

Amounts falling due within one year:

Other debtors

3,046,083

2,835,367

31.8.16

31.8.15

£

Amounts falling due after more than one year:

Other debtors

818,459

569,696

Aggregate amounts

3,864,542

3,405,063

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.8.16

31.8.15

£

Bank loans and overdrafts

932,438

200,000

Trade creditors

21,703

5,082

Taxation and social security

94,169

69,213

Other creditors

159,634

36,586

1,207,944

310,881

7.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN
ONE YEAR

31.8.16

31.8.15

£

Bank loans

2,129,835

2,161,103

Other creditors

300,000

601,199

2,429,835

2,762,302

8.	SECURED DEBTS

The following secured debts are included within creditors:

31.8.16

31.8.15

£

Bank loans

3,062,273

2,361,103

The loans held by the Company are secured over all the assets of the Company.

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.8.16

31.8.15

value:

£

4,174

Ordinary

£1

4,174

1,000

B Ordinary

£100

100,000

104,174

Ordinary B shares have the same dividend and voting rights as Ordinary shares. The

Company has the right to redeem the Ordinary B shares at any time, subject to minimum

return thresholds. On liquidation or on winding up Ordinary B shares receive a preferential

return of £200 per share.

10.

RESERVES

Profit

and loss

Share

account

premium

Totals

£

At 1 September 2015

522,069

99,876

621,945

Profit for the year

376,717

At 31 August 2016

898,786

99,876

998,662

11.	ULTIMATE CONTROLLING PARTY

There is no ultimate controlling party as no one individual holds more than 50% of the issued

capital.