Oyster House Limited - Period Ending 2017-03-31

Oyster House Limited

Annual Report and Unaudited Financial Statements
Year Ended 31 March 2017

Registration number: 09037473

Oyster House Limited

Contents

Balance Sheet	1 to 2
Notes to the Financial Statements	3 to 8

Oyster House Limited

Balance Sheet

31 March 2017

	Note	2017 £	2016 £
Fixed assets
Investments	4	2,841,256	-
Current assets
Debtors	5	826	1,752
Cash at bank and in hand		7,997	46,378
		8,823	48,130
Creditors: Amounts falling due within one year	6	(527,587)	(23,780)
Net current (liabilities)/assets		(518,764)	24,350
Total assets less current liabilities		2,322,492	24,350
Creditors: Amounts falling due after more than one year	6	(1,279,000)	-
Net assets		1,043,492	24,350
Capital and reserves
Called up share capital		10	10
Profit and loss account		1,043,482	24,340
Total equity		1,043,492	24,350

The notes on pages 3 to 8 form an integral part of these financial statements.

Page 1

Oyster House Limited

Balance Sheet

31 March 2017

For the financial year ending 31 March 2017 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

•	The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and
•	The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

These financial statements have been prepared and delivered in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

Approved and authorised by the Board on 17 December 2017 and signed on its behalf by:
 

Mr Stuart Burgin

Director

Company Registration Number: 09037473

The notes on pages 3 to 8 form an integral part of these financial statements.

Page 2

Oyster House Limited

Notes to the Financial Statements

Year Ended 31 March 2017

1	General information

The company is a private company limited by share capital incorporated in England and Wales.

The address of its registered office is:
Membland Villa
Membland
Newton Ferrers
Plymouth
Devon
PL8 1HT

The principal place of business is:
Kemmings Close
Long Road
Paignton
Devon
TQ4 7TW

These financial statements were authorised for issue by the Board on 17 December 2017.

2	Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that, as disclosed in the accounting policies, certain items are shown at fair value.

The functional and presentational currency is pounds sterling.

Change in basis of accounting

The company's financial statements have been prepared in accordance with FRS102 - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. The company has transferred from previously extant UK GAAP to FRS102 as at 1 April 2015. There is no material impact on the reported financial position and financial performance.

Page 3

Oyster House Limited

Notes to the Financial Statements

Year Ended 31 March 2017

2	Accounting policies (continued)

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of value added tax.

The company recognises revenue when it can be reliably measured and it is probable that future economic benefits will flow to the entity.

Tax

Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination.

Investments

Investments in equity shares which are not publicly traded, and where fair value cannot be measured reliably, are measured at cost less impairment. Dividends on equity securities are recognised in income when receivable.

Page 4

Oyster House Limited

Notes to the Financial Statements

Year Ended 31 March 2017

2	Accounting policies (continued)

Financial instruments

Classification
The company holds the following financial instruments:

• Short term trade and other debtors and creditors;
• Loan notes; and
• Cash and bank balances.

All financial instruments are classified as basic.

 Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.

Such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

 

3	Staff numbers

The average number of persons employed by the company (including directors) during the year, was 2 (2016 - 2).

4	Investments

	2017 £	2016 £
Investments in subsidiaries	2,841,256	-

Subsidiaries	£
Cost or valuation
Additions and at 31 March 2017	2,841,256
Carrying amount
At 31 March 2017	2,841,256

Page 5

Oyster House Limited

Notes to the Financial Statements

Year Ended 31 March 2017

4	Investments (continued)

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking	Registered office	Holding	Proportion of voting rights and shares held
			2017	2016
Subsidiary undertakings
BFP Holdings Limited	Kemmings Close, Long Road, Paignton, Devon, TQ4 7TW	ordinary	100%	0%
	England and Wales

The principal activity of BFP Holdings Limited is that of a holding company. The company acquired all of the issued share capital of BFP Holdings Limited on 30 September 2016. Its financial period end is 31 October.

The profit for the financial period of BFP Holdings Limited was £174,935 and the aggregate amount of capital and reserves at the end of the period was £162,600.

5

Debtors

	2017  £	2016  £
Trade debtors	826	1,471
Prepayments	-	281
	826	1,752

Page 6

Oyster House Limited

Notes to the Financial Statements

Year Ended 31 March 2017

6

Creditors

	Note	2017  £	2016  £
Due within one year
Loans and borrowings	7	192,000	-
Amounts due to group undertakings		105,333	-
Social security and other taxes		-	403
Other creditors		223,437	7,433
Accrued expenses		6,817	675
Corporation tax		-	15,269
		527,587	23,780
Due after one year
Loans and borrowings	7	1,279,000	-

	2017 £	2016 £
After more than five years by instalments	297,320	-

7	Loans and borrowings

	2017 £	2016 £
Non-current loans and borrowings
Other borrowings	1,279,000	-

	2017 £	2016 £
Current loans and borrowings
Other borrowings	192,000	-

Other borrowings

£400,000 fixed rate guaranteed unsecured A loan notes 2018 with a carrying amount of £320,000 (2016 - £Nil) is denominated in £ with a nominal interest rate of 10%. The final instalment is due on 30 November 2018.

£500,000 fixed rate guaranteed unsecured B loan notes 2022 with a carrying amount of £500,000 (2016 - £Nil) is denominated in £ with a nominal interest rate of 10%. The final instalment is due on 31 December 2022.

Page 7

Oyster House Limited

Notes to the Financial Statements

Year Ended 31 March 2017

7	Loans and borrowings (continued)

£500,000 fixed rate guaranteed unsecured C loan notes 2022 with a carrying amount of £500,000 (2016 - £Nil) is denominated in £ with a nominal interest rate of 10%. The final instalment is due on 31 December 2022.

Interest on the A and C loan notes is being rolled up and will be payable at £10,000 per month commencing 1 November 2021.

An excess working capital sum with a carrying amount of £108,000 (2016 - £Nil) is denominated in £ with a nominal interest rate of 10% and is to be repaid in monthly instalments of £10,000 from 1 January 2023.. The final instalment is due on 1 November 2023.

Included in the loans and borrowings are the following amounts due after more than five years:

Other loans after five years

£90,000 of the £500,000 fixed rate guaranteed unsecured B loan notes 2022, and £90,000 of the £500,000 fixed rate guaranteed unsecured C loan notes 2022 fall due for payment after 31 March 2022.

An amount of £108,000, representing an excess working capital sum, is to be repaid in monthly instalments of £10,000 commencing 1 January 2023. Interest is being paid at 10% per annum.

An amount of £9,320 in respect of rolled up interest on the £400,000 fixed rate guaranteed unsecured A loan notes 2018 falls due for payment after 31 March 2022.

8	Transition to FRS 102

The company transitioned to FRS102 from previously extant UK GAAP as at 1 April 2015.

There were no changes to the previously stated equity as at 1 April 2015 and 31 March 2016, or in the profit for the year ended 31 March 2016, as a result of the transition to FRS102.

Page 8