RO Frome Limited - Limited company accounts 16.1
RO Frome Limited - Limited company accounts 16.1
| REGISTERED NUMBER: |
| Report of the Directors and |
| Financial Statements for the Year Ended 31 March 2017 |
| for |
| RO Frome Limited |
| RO Frome Limited (Registered number: 05445780) |
| Contents of the Financial Statements |
| for the Year Ended 31 March 2017 |
| Page |
| Company Information | 1 |
| Report of the Directors | 2 |
| Report of the Independent Auditors | 4 |
| Statement of Comprehensive Income | 6 |
| Statement of Financial Position | 7 |
| Statement of Changes in Equity | 8 |
| Notes to the Financial Statements | 9 |
| Reconciliation of Equity | 13 |
| Reconciliation of Profit | 15 |
| RO Frome Limited |
| Company Information |
| for the Year Ended 31 March 2017 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants and Statutory Auditors |
| Victoria House |
| 199 Avebury Boulevard |
| Milton Keynes |
| MK9 1AU |
| RO Frome Limited (Registered number: 05445780) |
| Report of the Directors |
| for the Year Ended 31 March 2017 |
| The directors present their report with the financial statements of the company for the year ended 31 March 2017. |
| EVENTS SINCE THE END OF THE YEAR |
| Information relating to events since the end of the year is given in the notes to the financial statements. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 April 2016 to the date of this report. |
| Other changes in directors holding office are as follows: |
| The group has made qualifying third party indemnity provisions for the benefit of its directors which were made during |
| the year and remain in force at the date of this report. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with |
| applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors |
| have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting |
| Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The |
| Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not |
| approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the |
| company and of the profit or loss of the company for that period. In preparing these financial statements, the directors |
| are 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 directors are responsible for keeping adequate accounting records that are sufficient to show and explain the |
| company's transactions and disclose with reasonable accuracy at any time the financial position of the company and |
| enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for |
| safeguarding the assets of the company 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 directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act |
| 2006) of which the company's auditors are unaware, and each director 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 company's |
| auditors are aware of that information. |
| AUDITORS |
| The auditors, Grant Thornton UK LLP, will be proposed for re-appointment at the forthcoming Annual General |
| Meeting. |
| RO Frome Limited (Registered number: 05445780) |
| Report of the Directors |
| for the Year Ended 31 March 2017 |
| 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: |
| Report of the Independent Auditors to the Members of |
| RO Frome Limited |
| We have audited the financial statements of RO Frome Limited for the year ended 31 March 2017 on pages six to |
| fifteen. The financial reporting framework that has been applied in their preparation is applicable law and United |
| Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial |
| Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. |
| 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. |
| Respective responsibilities of directors and auditors |
| Scope of the audit of the financial statements |
| A description of the scope of an audit of financial statements is provided on the Financial Reporting Council's website at |
| www.frc.org.uk/auditscopeukprivate. |
| Opinion on financial statements |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the company's affairs as at 31 March 2017 and of its profit for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is |
| consistent with the financial statements. |
| - the Directors' Report has been prepared in accordance with applicable legal requirements. |
| Matter on which we are required to report under the Companies Act 2006 |
| In the light of the knowledge and understanding of the company and its environment obtained in the course of the Audit, |
| we have not identified any material misstatements in the Report of the Directors'. |
| Report of the Independent Auditors to the Members of |
| RO Frome Limited |
| Matters on which we are required to report by exception |
| 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, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit; or |
| - | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors. |
| for and on behalf of |
| Chartered Accountants and Statutory Auditors |
| Victoria House |
| 199 Avebury Boulevard |
| Milton Keynes |
| MK9 1AU |
| RO Frome Limited (Registered number: 05445780) |
| Statement of Comprehensive Income |
| for the Year Ended 31 March 2017 |
| 31.3.17 | 31.3.16 |
| Notes | £ | £ |
| TURNOVER |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses | ( |
) |
| OPERATING PROFIT |
| Loss on sale of |
| investment property | 3 |
| 2,749,899 | 394,511 |
| Interest receivable and similar income |
| 2,751,806 | 396,081 |
| Interest payable and similar expenses |
| PROFIT BEFORE TAXATION |
| Tax on profit | 4 |
| PROFIT FOR THE FINANCIAL YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| RO Frome Limited (Registered number: 05445780) |
| Statement of Financial Position |
| 31 March 2017 |
| 31.3.17 | 31.3.16 |
| Notes | £ | £ |
| FIXED ASSETS |
| Investment property | 5 |
| CURRENT ASSETS |
| Debtors: amounts falling due within one year | 6 |
| CREDITORS |
| Amounts falling due within one year | 7 | ( |
) | ( |
) |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
| PROVISIONS FOR LIABILITIES | ( |
) | ( |
) |
| NET ASSETS/(LIABILITIES) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital |
| Retained earnings | 8 | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) |
| The financial statements were approved and authorised for issue by the Board of Directors on signed on its behalf by: |
| RO Frome Limited (Registered number: 05445780) |
| Statement of Changes in Equity |
| for the Year Ended 31 March 2017 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 April 2015 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 March 2016 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 March 2017 |
| RO Frome Limited (Registered number: 05445780) |
| Notes to the Financial Statements |
| for the Year Ended 31 March 2017 |
| 1. | STATUTORY INFORMATION |
| RO Frome Limited is a |
| registered number and registered office address can be found on the Company Information page. |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements are the company's first in accordance with FRS102. |
| Going concern |
| The accounts have been prepared under the going concern concept because the ultimate parent company, RO |
| Properties Limited, has confirmed its willingness and ability to provide adequate funds for the company to meet |
| its liabilities for at least one year from the date of approval of the financial statements. |
| Turnover |
| Turnover, stated net of VAT and trade discounts, represents rent receivable in the UK in respect of the |
| company's investment properties. |
| Taxation |
| Corporation tax is provided at amounts expected to be paid using the tax rates and laws that have been enacted |
| by the balance sheet date. |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance |
| sheet date where transactions or events have occurred at that date that will result in an obligation to pay more, or |
| right to pay less or to receive more tax, with the following exceptions: |
| Provision is made for tax on gains arising on the revaluation (and similar fair value adjustments) of fixed assets, |
| and gains on disposals of fixed assets that have been rolled over into replacement assets, only to the extent that, |
| at the balance sheet date, there is a binding agreement to dispose of the assets concerned. However, no provision |
| is made where, on the basis of all available evidence at the balance sheet date, it is more likely than not that the |
| taxable gain will be rolled over into replacement assets and charged to tax only where the replacement assets are |
| sold. |
| Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that |
| there will be suitable taxable profits from which the underlying timing differences can be deducted. |
| Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods in |
| which timing differences reverse, based on tax rates and laws enacted or substantively enacted at the balance |
| sheet date. |
| Investment properties |
| Investment properties are revalued annually. Surplus or deficits on individual properties are transferred to the |
| profit and loss account. Depreciation is not provided in respect of freehold investment properties or of leasehold |
| investment properties where the unexpired term of the lease is more than 20 years. |
| The surplus or deficit over the carrying value of an investment property realised on disposal is dealt with through |
| the profit and loss account. Any previous revaluation surplus is transferred from the revaluation reserve to the |
| profit and loss reserve. |
| Financial instruments |
| Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, |
| as either financial asset, financial liabilities or equity instruments. An equity instrument is any contract that |
| evidences a residual interest in the assets of the company after deducting all of its liabilities. |
| RO Frome Limited (Registered number: 05445780) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 March 2017 |
| 3. | EXCEPTIONAL ITEMS |
| 31.3.17 | 31.3.16 |
| £ | £ |
| Revaluation of investment properties | 2,034,724 | - |
| Loss on sale of |
| investment property | ( |
) |
| 2,034,724 | (111,471 | ) |
| 4. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 31.3.17 | 31.3.16 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Deferred tax | ( |
) |
| Tax on profit |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is |
| explained below: |
| 31.3.17 | 31.3.16 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2016 - |
| Effects of: |
| Expenses not deductible for tax purposes | ( |
) |
| Capital allowances in excess of depreciation | (97 | ) | - |
| Loss on disposal | - | 22,294 |
| Deferred tax rate adjustment | (12,989 | ) | - |
| Total tax charge | 76,548 | 39,427 |
| 5. | INVESTMENT PROPERTY |
| Total |
| £ |
| FAIR VALUE |
| At 1 April 2016 |
| Revaluations | 2,034,724 |
| At 31 March 2017 |
| NET BOOK VALUE |
| At 31 March 2017 |
| At 31 March 2016 |
| RO Frome Limited (Registered number: 05445780) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 March 2017 |
| 5. | INVESTMENT PROPERTY - continued |
| Land and buildings have been valued by a director on an open market basis at 31 March 2017 and the movement |
| on revaluation represents the net movement for the year. The cost of the properties was £12,588,689 (2016: |
| £12,588,689). Freehold and long leasehold land and buildings with a carrying value of £11,675,000 (2016: |
| £9,733,955) have been given as security against bank lending. |
| 6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.17 | 31.3.16 |
| £ | £ |
| Trade debtors |
| Other debtors |
| VAT |
| Prepayments |
| 7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.17 | 31.3.16 |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Tax |
| VAT | 8,373 | - |
| Other creditors |
| Accruals and deferred income |
| 8. | RESERVES |
| Non-distributable reserve |
| This reserve is used to record increases in the fair value of land and buildings and decreases to the extent that |
| such decrease relates to an increase on the same asset. |
| RETAINED EARNINGS |
| Distributable | Non-Distributable | Total |
| £ | £ | £ |
| At 1 April 2016 | 31,543 | (2,368,412 | ) | (2,336,869 | ) |
| Profit for the year | 2,406,347 | - | 2,406,347 |
| Revaluation | (2,034,724 | ) | 2,034,724 | - |
| 403,166 | 333,688 | 69,478 |
| 9. | RELATED PARTY DISCLOSURES |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The |
| Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party |
| transactions with wholly owned subsidiaries within the group. |
| RO Frome Limited (Registered number: 05445780) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 March 2017 |
| 10. | POST BALANCE SHEET EVENTS |
| There has been no event since the balance sheet date that could materially affect the state of affairs of the |
| company as at 31 March 2017 or that requires disclosure. |
| 11. | ULTIMATE PARENT COMPANY AND ULTIMATE CONTROLLING PARTY |
| The company's immediate and ultimate parent company is RO Properties Limited, a company incorporated in England and Wales. |
| Mr R G StJ Rowlandson, a director of RO Properties Limited and members of his close family, control the |
| company as a result of their trusteeship of various family trusts. |
| RO Properties Limited is the parent company of the largest and smallest group of which the company is a member for which consolidated accounts are prepared. Copies of its group accounts can be obtained from Graham House, 7 Wyllyotts Place, Potters Bar, Hertfordshire, EN6 2JD. |
| RO Frome Limited (Registered number: 05445780) |
| Reconciliation of Equity |
| 1 April 2015 |
| (Date of Transition to FRS 102) |
| Effect of |
| UK | transition |
| GAAP | to FRS 102 | FRS 102 |
| Notes | £ | £ | £ |
| FIXED ASSETS |
| Investment property | 11,405,448 | 11,405,448 |
| CURRENT ASSETS |
| Debtors | 175,486 | 175,486 |
| CREDITORS |
| Amounts falling due within one year | (13,708,359 | ) | (13,708,359 | ) |
| NET CURRENT LIABILITIES | (13,532,873 | ) | (13,532,873 | ) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
(2,127,425 |
) |
(2,127,425 |
) |
| PROVISIONS FOR LIABILITIES | (255,681 | ) | (255,681 | ) |
| NET LIABILITIES | (2,383,106 | ) | (2,383,106 | ) |
| CAPITAL AND RESERVES |
| Called up share capital | 1 | 1 |
| Revaluation reserve | 1 | (3,184,373 | ) | - |
| Retained earnings | 1 | 801,266 | ( |
) | (2,383,107 | ) |
| SHAREHOLDERS' FUNDS | (2,383,106 | ) | (2,383,106 | ) |
| RO Frome Limited (Registered number: 05445780) |
| Reconciliation of Equity - continued |
| 31 March 2016 |
| Effect of |
| UK | transition |
| GAAP | to FRS 102 | FRS 102 |
| Notes | £ | £ | £ |
| FIXED ASSETS |
| Investment property | 10,220,277 | 10,220,277 |
| CURRENT ASSETS |
| Debtors | 145,790 | 145,790 |
| CREDITORS |
| Amounts falling due within one year | (12,443,161 | ) | (12,443,161 | ) |
| NET CURRENT LIABILITIES | (12,297,371 | ) | (12,297,371 | ) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
(2,077,094 |
) |
(2,077,094 |
) |
| PROVISIONS FOR LIABILITIES | (259,774 | ) | (259,774 | ) |
| NET LIABILITIES | (2,336,868 | ) | (2,336,868 | ) |
| CAPITAL AND RESERVES |
| Called up share capital | 1 | 1 |
| Revaluation reserve | 1 | (2,368,412 | ) | - |
| Retained earnings | 1 | 31,543 | ( |
) | (2,336,869 | ) |
| SHAREHOLDERS' FUNDS | (2,336,868 | ) | (2,336,868 | ) |
| Notes to the reconciliation of equity |
| 1. The revaluation reserve has been transferred to the Retained earnings reserve as permitted by Section 1A "Small |
| Entities" of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of |
| Ireland'. |
| RO Frome Limited (Registered number: 05445780) |
| Reconciliation of Profit |
| for the Year Ended 31 March 2016 |
| Effect of |
| UK | transition |
| GAAP | to FRS 102 | FRS 102 |
| £ | £ | £ |
| TURNOVER | 897,282 | 897,282 |
| Cost of sales | (236,491 | ) | (236,491 | ) |
| GROSS PROFIT | 660,791 | 660,791 |
| Administrative expenses | (154,809 | ) | (154,809 | ) |
| OPERATING PROFIT | 505,982 | 505,982 |
| Loss on sale of |
| investment property | (111,471 | ) | (111,471 | ) |
| Interest receivable and similar income | 1,570 | 1,570 |
| Interest payable and similar expenses | (310,416 | ) | (310,416 | ) |
| PROFIT BEFORE TAXATION | 85,665 | 85,665 |
| Tax on profit | (39,427 | ) | (39,427 | ) |
| PROFIT FOR THE FINANCIAL YEAR | 46,238 | 46,238 |