DelAgua Water Testing Limited - Period Ending 2017-12-31

DelAgua Water Testing Limited - Period Ending 2017-12-31


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Registration number: 05940720

DelAgua Water Testing Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 31 December 2017

 

DelAgua Water Testing Limited

Contents

Balance Sheet

1 to 2

Notes to the Financial Statements

3 to 11

 

DelAgua Water Testing Limited

(Registration number: 05940720)
Balance Sheet as at 31 December 2017

Note

2017
£

2016
£

Fixed assets

 

Intangible assets

4

106,785

135,847

Tangible assets

5

656

1,484

Investments

6

15,063

15,063

 

122,504

152,394

Current assets

 

Stocks

7

251,445

311,589

Debtors

8

712,651

202,416

Cash at bank and in hand

 

221,503

87,692

 

1,185,599

601,697

Creditors: Amounts falling due within one year

9

(521,085)

(440,299)

Net current assets

 

664,514

161,398

Total assets less current liabilities

 

787,018

313,792

Creditors: Amounts falling due after more than one year

9

(964,091)

(468,580)

Provisions for liabilities

-

(21,264)

Net liabilities

 

(177,073)

(176,052)

Capital and reserves

 

Called up share capital

24,690,160

24,690,160

Profit and loss account

(24,867,233)

(24,866,212)

Total equity

 

(177,073)

(176,052)

For the financial year ending 31 December 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 prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

 

DelAgua Water Testing Limited

(Registration number: 05940720)
Balance Sheet as at 31 December 2017

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.

Approved and authorised by the Board on 27 September 2018 and signed on its behalf by:
 

.........................................

N McDougall
Director

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 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:
2 Old Bath Road
Newbury
Berkshire
RG14 1QL
England

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.

Going concern

The financial statements have been prepared on a going concern basis.

The company has £24,689,160 of redeemable preference shares in issue which are redeemable at a future agreed date between the directors and the preference share holders.The directors will not agree to the redemption unless the company is in position to repay the preference share holders. This together with the directors belief that the company will trade profitably (exclusive of the intercompany loan write off last year) mean the directors believe the going concern basis to be appropriate.

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 sales/value added tax, returns, rebates and discounts.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises current tax payable and deferred tax.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Plant and machinery

20% straight line

Office equipment

33% straight line

Website costs

10% straight line

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. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Intangible assets

Separately acquired trademarks and licences are shown at historical cost.

Trademarks, licences (including software) and customer-related intangible assets acquired in a business combination are recognised at fair value at the acquisition date.

Trademarks, licences and customer-related intangible assets have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Development costs

20% reducing balance

Intellectual property

20% reducing balance

Other intangibles

10% straight line

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 8 (2016 - 13).

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

4

Intangible assets

Goodwill
 £

Trademarks, patents and licenses
 £

Other intangibles
£

Development costs
 £

Total
£

Cost or valuation

At 1 January 2017

1

69,885

249,507

47,474

366,867

At 31 December 2017

1

69,885

249,507

47,474

366,867

Amortisation

At 1 January 2017

-

62,926

132,473

35,621

231,020

Amortisation charge

-

1,740

24,951

2,371

29,062

At 31 December 2017

-

64,666

157,424

37,992

260,082

Carrying amount

At 31 December 2017

1

5,219

92,083

9,482

106,785

At 31 December 2016

1

6,959

117,034

11,853

135,847

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

5

Tangible assets

Plant and machinery
£

Office equipment
£

Total
£

Cost or valuation

At 1 January 2017

46,102

15,526

61,628

Additions

-

500

500

At 31 December 2017

46,102

16,026

62,128

Depreciation

At 1 January 2017

45,684

14,460

60,144

Charge for the year

418

910

1,328

At 31 December 2017

46,102

15,370

61,472

Carrying amount

At 31 December 2017

-

656

656

At 31 December 2016

418

1,066

1,484

6

Investments

2017
£

2016
£

Investments in subsidiaries

15,063

15,063

Subsidiaries

£

Cost or valuation

At 1 January 2017

15,063

Provision

Carrying amount

At 31 December 2017

15,063

At 31 December 2016

15,063

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

7

Stocks

2017
£

2016
£

Other inventories

251,445

311,589

8

Debtors

Note

2017
£

2016
£

Trade debtors

 

215,230

143,958

Amounts owed by group undertakings

12

429,968

-

Prepayments

 

11,587

11,080

Other debtors

 

55,866

47,378

 

712,651

202,416

Debtors includes £429,968 (2016 - £nil) receivable after more than one year.

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

9

Creditors

Creditors: amounts falling due within one year

2017
£

2016
£

Due within one year

Trade creditors

375,860

259,429

Taxation and social security

28,045

16,163

Other creditors

117,180

164,707

521,085

440,299

Creditors: amounts falling due after more than one year

Note

2017
£

2016
£

Due after one year

 

Loans and borrowings

10

480,975

468,580

Amounts owed to group undertakings

 

483,116

-

 

964,091

468,580

10

Loans and borrowings

2017
£

2016
£

Non-current loans and borrowings

Other borrowings

480,975

468,580

11

Exceptional items

During the prior year, intercompany debtors and creditors totalling £25,369,654 were written off to the profit and loss account reducing the company's profits accordingly.

 

DelAgua Water Testing Limited

Notes to the Financial Statements for the Year Ended 31 December 2017

12

Related party transactions

J Beaumont had a loan with the company during the year. At the balance sheet date the amount due to J Beaumont was £153,902 (2016 - £149,936). Interest on the loan is charged at 5%.

N McDougall had a loan with the company during the year. At the balance sheet date the amount due to N McDougall was £327,073 (2016 - £318,644). Interest on the loan is charged at 5%.

Income and receivables from related parties

2017

Parent
£

Entities with joint control or significant influence
£

Amounts receivable from related party

204,369

225,599

2016

Parent
£

Management charges receivable

100,000

Expenditure with and payables to related parties

2017

Entities with joint control or significant influence
£

Management charges payable

12,500

Amounts payable to related party

483,116

2016

Entities with joint control or significant influence
£

Management charges payable

10,000

13

Parent and ultimate parent undertaking

The ultimate controlling party is N McDougall, by virtue of his majority shareholding in the ultimate parent company DelAgua Group Limited (a company incorporated in The Bahamas).