Charteroak Estates Limited - Limited company accounts 16.1

REGISTERED NUMBER: 05326545 (England and Wales)

Report of the Directors and

Financial Statements for the Year Ended 31 March 2017

for

Charteroak Estates Limited

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Statement of Comprehensive Income

5

Balance Sheet

6

Statement of Changes in Equity

7

Notes to the Financial Statements

8

DIRECTORS:

E T M Rowlandson

R Woodman-Bailey

SECRETARY:

Finance And Industrial Trust Limited(The)

REGISTERED OFFICE:

Graham House

7 Wyllyotts Place

Potters Bar

Hertfordshire

EN6 2JD

REGISTERED NUMBER:

05326545 (England and Wales)

AUDITORS:

Grant Thornton UK LLP

Chartered Accountants and Statutory Auditors

Victoria House

199 Avebury Boulevard

Milton Keynes

MK9 1AU

BANKERS:

Barclays Bank Plc

12 Rolle Street

Exeter

Devon

EX8 1HD

The directors present their report with the financial statements of the company for the year ended 31 March 2017.

PRINCIPAL ACTIVITY

The principal activity of the company is the development of holiday retreats.

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.

E T M Rowlandson

R Woodman-Bailey

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.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small

companies.

BY ORDER OF THE BOARD:

Finance And Industrial Trust Limited(The) - Secretary

4 October 2017

We have audited the financial statements of Charteroak Estates Limited for the year ended 31 March 2017 on pages five

to thirteen. 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

As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's (APB's) Ethical Standards for 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 loss 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'.

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.

David Newstead (Senior Statutory Auditor)

for and on behalf of Grant Thornton UK LLP

Chartered Accountants and Statutory Auditors

Victoria House

199 Avebury Boulevard

Milton Keynes

MK9 1AU

11 October 2017

TURNOVER

2,723,230

4,172,218

Cost of sales

2,213,683

4,075,245

GROSS PROFIT

509,547

96,973

Administrative expenses

870,547

823,016

OPERATING LOSS

4

(361,000

)

(726,043

)

Interest receivable and similar income

44,888

54,804

(316,112

)

(671,239

)

Interest payable and similar expenses

5

218,423

244,751

LOSS BEFORE TAXATION

(534,535

)

(915,990

)

Tax on loss

6

(101,990

)

(180,762

)

LOSS FOR THE FINANCIAL YEAR

(432,545

)

(735,228

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(432,545

)

(735,228

)

FIXED ASSETS

Tangible assets

7

19,477

25,712

Investments

8

515

515

19,992

26,227

CURRENT ASSETS

Stocks

9

2,423,679

3,199,297

Debtors: amounts falling due within one year

10

1,729,458

2,460,566

Cash at bank and in hand

78,773

14,903

4,231,910

5,674,766

CREDITORS

Amounts falling due within one year

11

(5,947,830

)

(6,964,376

)

NET CURRENT LIABILITIES

(1,715,920

)

(1,289,610

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,695,928

)

(1,263,383

)

CAPITAL AND RESERVES

Called up share capital

297,221

297,221

Retained earnings

(1,993,149

)

(1,560,604

)

SHAREHOLDERS' FUNDS

(1,695,928

)

(1,263,383

)

The financial statements have been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

The financial statements were approved by the Board of Directors on 9 October 2017 and were signed on its behalf by:

E T M Rowlandson - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2015

297,221

(825,376

)

(528,155

)

Changes in equity

Total comprehensive income

-

(735,228

)

(735,228

)

Balance at 31 March 2016

297,221

(1,560,604

)

(1,263,383

)

Changes in equity

Total comprehensive income

-

(432,545

)

(432,545

)

Balance at 31 March 2017

297,221

(1,993,149

)

(1,695,928

)

1.	STATUTORY INFORMATION

Charteroak Estates 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.

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

These financial statements are the company's first in accordance with FRS102.

Going Concern

The company has net current liabilities of £1,714,385 and total liabilities of £1,694,393 at the balance sheet date.

The accounts have been prepared under the going concern concept because the ultimate parent undertaking, RO

Trading 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 the approval of the financial statements.

Turnover

Turnover is stated net of VAT and represents amounts receivable from third parties in respect of property sales,

commissions receivable and property maintenance. All turnover arises in the UK.

Turnover is recognised as receivable on receipt of a non-refundable deposit and agreement of sale.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment.

Depreciation is provided on all tangible fixed assets other than freehold reversionary interests calculated to write

off the cost or valuation, less estimated residual value, of each asset over its expected useful life as follows:

Plant and Machinery

25% Reducing Balance

Fixtures and Fittings

15% Reducing Balance

Motor Vehicles

25% Reducing Balance

Showhouse Equipment

50% Straight Line

Computer Hardware

25% Reducing Balance

Computer Software

33% Straight Line

Office Equipment

15% Reducing Balance

Stock

Stocks and work in progress are stated at the lower of cost and net realisable value. Cost comprises land

purchases, building costs and directly attributable overheads. Net realisable value is based on estimated selling

price less further costs expected to be incurred to completion and disposal.

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.

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.

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.

Investments

Fixed asset investments are shown at cost less provision for impairment.

Consolidation

The company is exempt from the obligation to prepare group accounts as it is itself a subsidiary company and is

included in the consolidated accounts of the ultimate holding company RO Trading Limited. The accounts

therefore present information about the company as an individual undertaking and not about its group.

Financial instruments

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement,

as either financial assets, 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.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 8 (2016 - 10 ) .

4.	OPERATING LOSS

The operating loss is stated after charging:

31.3.17

31.3.16

£

£

Depreciation - owned assets

14,288

17,511

Pension costs

5,263

4,864

No directors are accruing benefits under the defined contribution pension scheme.

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

Interest payable of £218,422 (2016 - £244,751) includes £200,457 (2016 - £206,344) which was paid to related

undertakings.

6.

TAXATION

Analysis of the tax credit

The tax credit on the loss for the year was as follows:

31.3.17

31.3.16

£

£

Current tax:

UK corporation tax

(105,566

)

(181,547

)

Prior year adjustment

-

785

Total current tax

(105,566

)

(180,762

)

Deferred tax

3,576

-

Tax on loss

(101,990

)

(180,762

)

Reconciliation of total tax credit included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is

explained below:

31.3.17

31.3.16

£

£

Loss before tax

(534,535

)

(915,990

)

Loss multiplied by the standard rate of corporation tax in the UK of 20% (2016 - 20%)

(106,907

)

(183,198

)

Effects of:

Expenses not deductible for tax purposes

189

161

Depreciation in excess of capital allowances

1,044

1,622

Profit on disposal of fixed assets

173

(132

)

Prior year adjustment

-

785

Land remediation adjustment

(65

)

-

Deferred tax rate adjustment

3,576

-

Total tax credit

(101,990

)

(180,762

)

7.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Motor

Computer

machinery

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 April 2016

27,891

19,961

7,828

30,320

86,000

Additions

6,500

-

2,300

-

8,800

Disposals

-

-

(5,495

)

-

(5,495

)

At 31 March 2017

34,391

19,961

4,633

30,320

89,305

DEPRECIATION

At 1 April 2016

15,856

16,988

4,890

22,554

60,288

Charge for year

9,509

1,530

948

2,301

14,288

Eliminated on disposal

-

-

(4,748

)

-

(4,748

)

At 31 March 2017

25,365

18,518

1,090

24,855

69,828

NET BOOK VALUE

At 31 March 2017

9,026

1,443

3,543

5,465

19,477

At 31 March 2016

12,035

2,973

2,938

7,766

25,712

8.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 April 2016

and 31 March 2017

515

NET BOOK VALUE

At 31 March 2017

515

At 31 March 2016

515

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Charteroak (Southern Halt) Limited

Registered office:

Nature of business: Develop & sell real estate

%

Class of shares:

holding

Ordinary

100.00

Charteroak Development Limited

Registered office:

Nature of business: Dormant company

%

Class of shares:

holding

Ordinary

100.00

9.

STOCKS

31.3.17

31.3.16

£

£

Stocks

2,423,679

3,199,297

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.17

31.3.16

£

£

Trade debtors

61,983

42,726

Amounts owed by group undertakings

1,054,001

1,564,424

Other debtors

782

6,833

Tax

105,566

181,547

Deferred tax asset

67,937

71,513

VAT

22,905

-

Prepayments and accrued income

416,284

593,523

1,729,458

2,460,566

Deferred Tax Asset

£

Balance at 1 April 2016

71,513

Change in rate

(3,576

)

Balance at 31 March 2017

67,937

The deferred tax asset comprises tax losses brought forward.

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.17

31.3.16

£

£

Bank loans and overdrafts

-

21,642

Trade creditors

143,470

231,078

Bank loans

481,053

901,887

Amounts owed to group undertakings

5,131,686

5,031,549

Social security and other taxes

7,557

8,341

VAT

-

96,739

Other creditors

15,266

532,700

Accruals and deferred income

168,798

140,440

5,947,830

6,964,376

The bank loans are secured on stocks and work in progress.

12.	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.

13.	POST BALANCE SHEET EVENTS

There have been no other events since the balance sheet date that materially affect the state of affairs of the

company as at 31 March 2017 or that requires disclosure.

14.	ULTIMATE PARENT COMPANY AND ULTIMATE CONTROLLING PARTY

The company is ultimately owned by RO Trading Limited, a company incorporated in England and Wales.

Mr R G St J Rowlandson, a director of RO Trading Limited and members of his close family, control the

company as a result of them owning and controlling the issued share capital of RO Trading Limited.

RO Trading 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

15.	FIRST YEAR ADOPTION

The Financial Reporting Standard 102 was adopted for the accounting period. There are no adjustments required

to results or balances at 31 March 2016 or 31 March 2017 as a result of the application of FRS 102.