Tuli Safari Botswana Limited - Limited company accounts 11.6

REGISTERED NUMBER: 02202952 (England and Wales)

Report of the Directors and

Unaudited Financial Statements for the Year Ended 28 February 2014

for

Tuli Safari Botswana Limited

Page

Company Information

1

Report of the Directors

2

Profit and Loss Account

4

Statement of Total Recognised Gains and Losses

5

Balance Sheet

6

Notes to the Financial Statements

8

DIRECTORS:

N D S Brown FCA

C A Butterfield FCA

R A Hoole

S N S Penrose

A L Roughton

REGISTERED OFFICE:

North Lodge Farm

Widmerpool Lane

Widmerpool

Nottingham

NG12 5QE

REGISTERED NUMBER:

02202952 (England and Wales)

The directors present their report with the financial statements of the company for the year ended

28 February 2014.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of a holding company. The

subsidiary company owns and operates a safari lodge in the Northern Tuli Game Reserve,

Botswana.

On 19 May 2013 the Directors and Shareholders agreed to totally refurbish the Lodge and replace

some of its existing accommodation with purpose built lodges and at the same time to increase the

bed accommodation. They also took the opportunity to close a bush camp.

The Lodge has effectively not traded for this financial year and only fully reopened in the Autumn

of 2014.

The refurbishment was funded through a rights issued subscribed by Shareholders which was

approved on 14 January 2014.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 March 2013 to

the date of this report.

C A Butterfield FCA

R A Hoole

S N S Penrose

A L Roughton

Other changes in directors holding office are as follows:

N D S Brown FCA - appointed 17 May 2013

R Meier-Berchtold - resigned 3 December 2013

N C T Pawson - resigned 24 June 2013

G D Gregory - resigned 19 June 2013

P F S Brown - resigned 17 May 2013

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

Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

C A Butterfield FCA - Director

10 November 2014

TURNOVER

-

Administrative expenses

20,933

69

OPERATING LOSS

2

(20,933

)

(69

)

Interest receivable and similar
income

1,337

7,394

(19,596

)

7,325

Movement in provision against

fixed asset investments

3

340,494

67,184

LOSS ON ORDINARY
ACTIVITIES BEFORE TAXATION

(360,090

)

(59,859

)

Tax on loss on ordinary activities

4

-

LOSS FOR THE FINANCIAL
YEAR

(360,090

)

(59,859

)

LOSS FOR THE FINANCIAL YEAR

(360,090

)

(59,859

)

Unrealised investment deficit

(396,021

)

(119,182

)

TOTAL RECOGNISED GAINS AND LOSSES
RELATING TO THE YEAR

(756,111

)

(179,041

)

FIXED ASSETS

Investments

5

2,598,918

2,029,233

CURRENT ASSETS

Debtors

6

585

13,125

Cash at bank

772,746

292,715

773,331

305,840

CREDITORS

Amounts falling due within one year

7

20,719

-

NET CURRENT ASSETS

752,612

305,840

TOTAL ASSETS LESS CURRENT
LIABILITIES

3,351,530

2,335,073

CREDITORS

Amounts falling due after more than
one year

8

-

1,957,579

CAPITAL AND RESERVES

Called up share capital

9

2,100,350

350

Share premium

10

1,904,847

274,700

Revaluation reserve

10

190,339

586,360

Profit and loss account

10

(844,006

)

(483,916

)

SHAREHOLDERS' FUNDS

3,351,530

377,494

3,351,530

2,335,073

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 28 February 2014.

The members have not required the company to obtain an audit of its financial statements for the year ended 28 February 2014 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 in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies and with the Financial Reporting Standard for Smaller Entities (effective April 2008).

The financial statements were approved by the Board of Directors on 10 November 2014 and were
signed on its behalf by:

C A Butterfield FCA - Director

N D S Brown FCA - Director

1.	ACCOUNTING POLICIES

Accounting convention

The financial statements have been prepared under the historical cost convention, modified to

include the revaluation of certain fixed assets and in accordance with the Financial Reporting

Standard for Smaller Entities (effective April 2008).

Preparation of consolidated financial statements

The financial statements contain information about Tuli Safari Botswana Limited as an

individual company and do not contain consolidated financial information as the parent of a

group. The company has taken the option under Section 398 of the Companies Act 2006 not

to prepare consolidated financial statements.

Foreign currencies

Monetary assets and liabilities denominated in foreign currencies are translated at the rate of

exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at

the rate of exchange on the date of the transaction.

Investments

Fixed asset investments are stated on a basis which takes account of the professional

valuation of the properties in the subsidiary undertaking.

2.	OPERATING LOSS

The operating loss is stated after charging:

28.2.14

28.2.13

£

Directors' remuneration

-

3.	MOVEMENT IN PROVISION AGAINST

FIXED ASSET INVESTMENTS

28.2.14

28.2.13

£

Movement in provision against

fixed asset investments

340,494

67,184

4.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose on ordinary activities for the year ended

28 February 2014 nor for the year ended 28 February 2013.

Factors that may affect future tax charges

The company has estimated losses of £389,000 (2013: £390,000) available for carry forward

against future trading profits.

No provision for deferred tax has been made in the financial statements. The potential

unprovided liability in respect of unrealised investment valuation gains calculated at 21%

(2013: 25%) was approximately £40,000 (2013: £260,000).

5.	FIXED ASSET INVESTMENTS

28.2.14

28.2.13

£

Shares in group undertakings

190,369

586,390

Loans to group undertakings

2,408,549

1,442,843

2,598,918

2,029,233

Additional information is as follows:

Shares in

group

undertakings

£

COST

At 1 March 2013

and 28 February 2014

1,713,942

PROVISIONS

At 1 March 2013

1,127,552

Provision for year

396,021

At 28 February 2014

1,523,573

NET BOOK VALUE

At 28 February 2014

190,369

At 28 February 2013

586,390

The company's investments at the balance sheet date in the share capital of companies include

the following:

Tuli Safari Lodge (Botswana) (PTY) Limited

Country of incorporation: Botswana

Nature of business: Lodge operator

%

Class of shares:

holding

Ordinary

100.00

28.2.14

28.2.13

£

Aggregate capital and reserves

190,000

586,000

Loss for the year

(290,000

)

(83,415

)

Loans to

group

undertakings

£

At 1 March 2013

1,442,843

New in year

1,306,200

Movement in provision against

loan

(340,494

)

At 28 February 2014

2,408,549

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE
YEAR

28.2.14

28.2.13

£

Other debtors

585

13,125

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE
YEAR

28.2.14

28.2.13

£

Other creditors

20,719

-

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE
THAN ONE YEAR

28.2.14

28.2.13

£

Other creditors

-

1,957,579

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

28.2.14

28.2.13

value:

£

14

Deferred

£25

350

-

84

Ordinary

£25,000

2,100,000

-

350

Ordinary

£1

-

350

2,100,350

350

On 14 January 2014:

a) the 350 ordinary shares of £1 each in issue in the capital of the Company were consolidated

and redesignated into 14 Deferred Shares of £25 each;

b) 56 Ordinary Shares of £25,000 each in the Company were issued by way of capitalisation

of shareholder loans of £2,050,147.04 owed by the Company to its shareholders by allotting

and paying up 56 Ordinary Shares at a value of £36,609.77 per share; and

c) 28 Ordinary Shares of £25,000 each in the Company were issued at a value of £60,000 per

share.

The deferred shares have no voting rights, have no entitlement to dividend and are non

redeemable. The deferred shares are entitled to participate in the repayment of capital paid up

on the shares only. There is no other entitlement to participate in a capital distribution.

The ordinary shares have one vote per share and are entitled to participate in any dividends

declared or any capital distribution. The ordinary shares are non redeemable.

10.

RESERVES

Profit

and loss

Share

Revaluation

account

premium

reserve

Totals

£

At 1 March 2013

(483,916

)

274,700

586,360

377,144

Deficit for the year

(360,090

)

-

(360,090

)

Cash share issue

-

1,630,147

-

1,630,147

Revaluation in year

-

(396,021

)

(396,021

)

At 28 February 2014

(844,006

)

1,904,847

190,339

1,251,180

11.

CONTROL

The directors do not consider there to be a controlling party.