GOLF_ACADEMIES_LIMITED - Accounts
GOLF_ACADEMIES_LIMITED - Accounts
The directors present their report and the audited financial statements of the company for the year ended 31 December 2017.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The results for the year and the position at the year end were considered to be satisfactory by the directors. The directors do not recommend payment of an ordinary dividend.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
The company aims to mitigate liquidity risk by closely managing cash generation by its operating business and by monitoring performance to budget and forecasts; along with continued support from intercompany loans.
The company’s principal foreign currency exposures arises from the purchase of inventory from the United States (U.S.) and sales made to a wide range of countries in different currencies. Economic pressures from various factors have lead to significant currency volatility across the globe. A strong U.S. dollar is impacting reported earnings as the cost of sales are higher where the U.S. dollar is translated into sterling. The company policy permits the use of currency hedging, such as foreign exchange forward contracts, to mitigate this risk but does not demand that these exposures are hedged in order to fix the cost in sterling.
The auditor, Plummer Parsons, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
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.
Qualified opinion on financial statements.
give a true and fair view of the state of the company's affairs as at 31 December 2017 and of its loss for the year then ended; have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for qualified opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
With respect to inventory having a carrying value of £392,003, the evidence available to us was limited because we were unable to verify quantities held at the head office at the year end. We were unable to attend a physical count on or near the year end as we were only appointed as auditors in June 2018. Owing to the nature of the company's records, we were unable to obtain sufficient appropriate audit evidence regarding the inventory quantities by using other audit procedures.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our 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; and
the directors' report has been prepared in accordance with applicable legal requirements.
we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and we were unable to determine whether adequate accounting records had been maintained.
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 company is not entitled to claim exemption in preparing a strategic report due to it being a member of an ineligible group.
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
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 an auditor's report 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.
The Income Statement has been prepared on the basis that all operations are continuing operations.
Golf Academies Limited ("the company") is a technology solutions provider with customisable applications in global positioning satellite (“GPS”) software and hardware for use in golf course operations. The company’s primary business is the sale, leasing and servicing of mobile display units.
The company is a private company limited by shares and is incorporated and domiciled in England and Wales. The registered office is 18 Hyde Gardens, Eastbourne, East Sussex, BN21 4PT.
Statement of compliance
The individual financial statements of the company have been prepared in compliance with United Kingdom Accounting Standards, including Financial Reporting Standard 102, "The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland" ("FRS 102") and the Companies Act 2006 as applicable to companies subject to the small companies regime.
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.
Basis of Preparation
These financial statements are prepared on a going concern basis, under the historical cost convention, as modified by the revaluation of land and buildings and to include investment properties and certain financial assets and liabilities measured at fair value through profit or loss.
The preparation of financial statements in conformity with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgements in the process of applying the company's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statement are disclosed in note 2.
Exemptions for qualifying entities under FRS 102
FRS 102 allows a qualifying entity certain disclosure exemptions. The company has taken advantage of the exemptions, under FRS 102 paragraph 1.12(b), from preparing a statement of cash flows, and paragraph 1.12(e), from disclosure of key management personnel compensation, on the basis that it is a qualifying entity and the parent of the smallest consolidated group to which the company is apart is, Ingersoll-Rand Company (New Jersey), includes the company's cash flows and key management compensation in the consolidated financial statements.
The company meets its day-to-day working capital requirements through intercompany loans and its bank facilities. The current economic and industry specific conditions continue to create uncertainty over (a) the level of demand for the company's products; (b) the availability of bank finance for the foreseeable future and (c) uncertainty of the continued support from group companies in particular for the supply of key inventories. The company's forecasts and projections, taking account of reasonable possible changes in trading performance, show that the company should be able to operate within the level of its current facilities. After making enquiries, in particular confirming the continued support from the group companies, the directors have a reasonable expectation that the company has adequate resources and support to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.
(i) Sale of goods
The company sells hardware product lines directly to the end-user or through distributors. Sale of goods are recognised when the risks and rewards of the inventory is passed to the customer. For deliveries and installations on location this is the point when the customer has accepted the products in accordance with the sales contract and for all others, when the company has objective evidence that all criteria for acceptance have been satisfied; this is normally when the goods have been dispatched or collected from the warehouse.
(ii) Sale of services
These consist of the leasing of various product lines to customers and provision of service contracts on those and other products. Lease revenue and service agreements under contract are recognised on a straight line basis over the contract term. All other service agreements are recognised in the accounting period in which the service is performed.
Where revenue is recognised over the contract term, the element relating to future accounting periods is deferred and held proportionately within current and non-current liabilities.
(iii) Subsequent additions and major components
Subsequent costs, including major inspections, are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is probable that economic benefit associated with the item will flow to the company and the cost can be measured reliably.
The carrying amount of any replacement component is derecognised. Major components are treated as a separate asset where they have significantly different patterns of consumption of economic benefits and are depreciated separately over its useful life.
(iv) Derecognition
Tangible assets are derecognised on disposal or when no future economic benefits are expected. On disposal, the difference between the net disposal proceeds and the carrying amount is recognised in the profit and loss and included in 'Other operating (losses)/gains'.
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
Cost is determined on the first-in, first-out basis (FIFO). Cost includes the purchase price, including taxes and duties and transport and handling directly attributable to bring the inventory to its present location and condition.
At the end of each reporting period inventories are assessed for impairment. If an item of inventory is impaired, the identified inventory is reduced to its selling price less cost to complete and sell and an impairment charge is recognised in the profit and loss account. Where a reversal of the impairment is recognised the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account.
Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value though profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of assets. The useful economic lives and residual values are reassessed annually. They are amended when necessary to reflect current estimates, based on technological advancements, future investments, economic utilisation and the physical condition of the assets. See note 11 for the carrying value of property, plant and equipment and note 1.4 for the useful economic lives for each class of asset.
Inventory is subject to obsolescence, damage, loss, etc. When calculating the inventory provision, management consider the nature and condition of inventory relating to closing inventory which is reviewed annually. The movement in the inventory provision is calculated by reference to the stock losses over sales applied to the gross closing stock. See note 12 for the net carrying amount of the inventory and associated provision.
An analysis of the company's revenue is as follows:
Exchange differences recognised in profit or loss during the year, except for those arising on financial instruments measured at fair value through profit or loss, amounted to £264 (2016 - £165,300).
The average monthly number of persons (including directors) employed by the company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2016 - 2).
The company has estimated losses of £1,889,534 (2016: £1,635,197) available for carry forward against future trading profits.
On the basis of these financial statements no provision has been made for current or deferred tax.
The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
GPS system units represent the total cost of the installation of units to customers along with the relevant depreciation.
Inventories are stated after provision for impairment of £0 (2016:£34,500)
Other borrowings are amounts owed to group undertakings under loans. An amount of £407,557 is unsecured, due for repayment by November 2018 and interest is chargeable at the rate applicable to the 3 month LIBOR plus 50 basis points. This amount was subsequently repaid in March 2018. The remainder of borrowings are unsecured, where not considered part of normal trading arrangements, have no fixed repayment date and, where included within current liabilities are interest free and repayable on demand.
Deferred income is included in the financial statements as follows:
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The company has taken advantage of the exemption available in accordance with FRS102 section 1AC.35 not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.
The following amounts were outstanding at the reporting end date:
The companies concerned are Ingersoll-Rand (Gibraltar) Holding; Ingersoll-Rand UK Limited; Ingersoll-Rand International Limited (Ireland); Club Car LLC, and GPS Industries LLC.
The company is a wholly owned subsidiary undertaking of GPS Industries LLC organised as limited liability companies in the state of Delaware and incorporated in USA.
The ultimate parent company is Ingersoll-Rand plc (Ireland).
The smallest group consolidating these figures is Ingersoll-Rand Company (New Jersey). Copies of the financial statements can be obtained from Ingersoll-Rand, 800-D Beaty St. Davidson, NC 28036. The largest group consolidating these figures is Ingersoll-Rand plc (Ireland) and copies of their financial statement can be obtained from 170/175 Lakeview Drive, Airside Business Park, Swords, Dublin, Ireland.