ACCOUNTS - Final Accounts preparation

Commitments under operating leases

At 31 March 2018 the Company had future minimum lease payments under non-cancellable operating leases as follows:

OPUS TRUST GROUP LIMITED - Company Information

Caseware UK (AP4) 2016.0.181 2016.0.181 The members have not required the Company to obtain an audit for the year in question in accordance with section 476 of Companies Act 2006. The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.falsetruefalse2017-04-01 03782941 2017-04-01 2018-03-31 03782941 2016-04-01 2017-03-31 03782941 2018-03-31 03782941 2017-03-31 03782941 c:CompanySecretary1 2017-04-01 2018-03-31 03782941 c:Director1 2017-04-01 2018-03-31 03782941 c:Director2 2017-04-01 2018-03-31 03782941 c:Director3 2017-04-01 2018-03-31 03782941 c:RegisteredOffice 2017-04-01 2018-03-31 03782941 c:Agent1 2017-04-01 2018-03-31 03782941 d:Buildings d:ShortLeaseholdAssets 2017-04-01 2018-03-31 03782941 d:Buildings d:ShortLeaseholdAssets 2018-03-31 03782941 d:Buildings d:ShortLeaseholdAssets 2017-03-31 03782941 d:PlantMachinery 2017-04-01 2018-03-31 03782941 d:FurnitureFittings 2017-04-01 2018-03-31 03782941 d:FurnitureFittings 2018-03-31 03782941 d:FurnitureFittings 2017-03-31 03782941 d:FurnitureFittings d:OwnedOrFreeholdAssets 2017-04-01 2018-03-31 03782941 d:OwnedOrFreeholdAssets 2017-04-01 2018-03-31 03782941 d:CurrentFinancialInstruments 2018-03-31 03782941 d:CurrentFinancialInstruments 2017-03-31 03782941 d:Non-currentFinancialInstruments 2018-03-31 03782941 d:Non-currentFinancialInstruments 2017-03-31 03782941 d:CurrentFinancialInstruments d:WithinOneYear 2018-03-31 03782941 d:CurrentFinancialInstruments d:WithinOneYear 2017-03-31 03782941 d:ShareCapital 2018-03-31 03782941 d:ShareCapital 2017-03-31 03782941 d:RetainedEarningsAccumulatedLosses 2017-04-01 2018-03-31 03782941 d:RetainedEarningsAccumulatedLosses 2018-03-31 03782941 d:RetainedEarningsAccumulatedLosses 2016-04-01 2017-03-31 03782941 d:RetainedEarningsAccumulatedLosses 2017-03-31 03782941 d:RetainedEarningsAccumulatedLosses 2016-04-01 03782941 c:OrdinaryShareClass1 2017-04-01 2018-03-31 03782941 c:OrdinaryShareClass1 2018-03-31 03782941 c:OrdinaryShareClass2 2017-04-01 2018-03-31 03782941 c:OrdinaryShareClass2 2018-03-31 03782941 c:FRS102 2017-04-01 2018-03-31 03782941 c:AuditExemptWithAccountantsReport 2017-04-01 2018-03-31 03782941 c:FullAccounts 2017-04-01 2018-03-31 03782941 c:PrivateLimitedCompanyLtd 2017-04-01 2018-03-31 03782941 d:Subsidiary1 2017-04-01 2018-03-31 03782941 d:Subsidiary1 1 2017-04-01 2018-03-31 03782941 d:Subsidiary2 2017-04-01 2018-03-31 03782941 d:Subsidiary2 1 2017-04-01 2018-03-31 03782941 d:WithinOneYear 2018-03-31 03782941 d:WithinOneYear 2017-03-31 03782941 d:BetweenOneFiveYears 2018-03-31 03782941 d:BetweenOneFiveYears 2017-03-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 03782941

Opus Trust Group Limited

Unaudited

Directors' report and financial statements

For the year ended 31 March 2018

Opus Trust Group Limited

Company Information

Directors	P C De Haan
	M G Greville
	S C Johnson


Company secretary	S J Ghysen


Registered number	03782941


Registered office	Woolyard
	54 Bermondsey Street
	London
	SE1 3UD


Accountants	Kreston Reeves LLP
	Chartered Accountants
	37 St Margaret's Street
	Canterbury
	Kent
	CT1 2TU


Bankers	Handelsbanken
	5th Floor
	13 Charles II Street
	London
	SW1Y 4QU


Solicitors	Taylor Wessing LLP
	5 New Street Square
	London
	EC4A 3TW

Opus Trust Group Limited

Contents

	Page
Directors' report	1 - 2
Accountants' report	3
Statement of income and retained earnings	4
Balance sheet	5
Notes to the financial statements	6 - 15

Opus Trust Group Limited

Directors' report

For the year ended 31 March 2018

The directors present their report and the financial statements for the year ended 31 March 2018.

Directors' responsibilities statement

The directors are responsible for preparing the Directors' report 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 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'. 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 for the Company's financial statements and then apply them consistently;

∙make judgments 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 to 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.

Principal activity

The principal activity of the company is to act as an intermediate holding company for a group whose activities during the year were:
- Hold and manage a broad range of investments for long term capital growth;
- Hold and manage a portfolio of residential property for the long term
- Invest in a range of syndicated commercial property interests; and
- Invest in a number of residential property development opportunities.

Page 1

Opus Trust Group Limited

Directors' report (continued)

For the year ended 31 March 2018

Directors

The directors who served during the year were:

P C De Haan

M G Greville

S C Johnson

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board on 10 December 2018 and signed on its behalf.

S C Johnson

Director

Page 2

Opus Trust Group Limited

Chartered accountants' report to the board of directors on the preparation of the unaudited statutory financial statements of Opus Trust Group Limited for the year ended 31 March 2018

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Opus Trust Group Limited for the year ended 31 March 2018 which comprise the Statement of income and retained earnings, the Balance sheet and the related notes from the company accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at http://www.icaew.com/en/ members/regulations-standards-and-guidance/.

This report is made solely to the Board of directors of Opus Trust Group Limited, as a body, in accordance with the terms of our engagement letter dated 31 July 2017. Our work has been undertaken solely to prepare for your approval the financial statements of Opus Trust Group Limited and state those matters that we have agreed to state to the Board of directors of Opus Trust Group Limited, as a body, in this report in accordance with ICAEW Technical Release TECH07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Opus Trust Group Limited and its Board of directors, as a body, for our work or for this report.

It is your duty to ensure that Opus Trust Group Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit or loss of Opus Trust Group Limited. You consider that Opus Trust Group Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or review of the financial statements of Opus Trust Group Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Kreston Reeves LLP

Chartered Accountants

Canterbury

10 December 2018

Page 3

Opus Trust Group Limited

Statement of income and retained earnings

For the year ended 31 March 2018

	2018	2017
	£000	£000


Turnover	1,266	1,294
Gross profit	1,266	1,294
Administrative expenses	(1,621)	(1,475)
Operating loss	(355)	(181)
Loss before tax	(355)	(181)
Tax on loss	-	-
Loss after tax	(355)	(181)



Retained earnings at the beginning of the year	523	704
	523	704
Loss for the year	(355)	(181)
Retained earnings at the end of the year	168	523

There were no recognised gains and losses for 2018 or 2017 other than those included in the statement of income and retained earnings.

The notes on pages 6 to 15 form part of these financial statements.

Page 4

Opus Trust Group Limited

Registered number: 03782941

Balance sheet

As at 31 March 2018

		2018		2017
Note		£000		£000

Fixed assets
Tangible assets	6		9		16
Investments	7		491		491
			500		507
Current assets
Debtors	8	4,492		4,115
Cash at bank and in hand		306		432
		4,798		4,547
Creditors: amounts falling due within one year	9	(4,443)		(3,844)
Net current assets			355		703

Net assets			855		1,210

Capital and reserves
Called up share capital	10	687	687
Profit and loss account		168	523
		855	1,210

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006.

The members have not required the Company to obtain an audit for the year in question in accordance with section 476 of Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 10 December 2018.

P C De Haan	S C Johnson
Director	Director

The notes on pages 6 to 15 form part of these financial statements.

Page 5

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

1.	General information

Opus Trust Group Limited a limited liability company incorporated in England and Wales.
The company's registered office is Woolyard, 54 Bermondsey Street, London, SE1 3UD.
The company number is 03782941.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The company's functional and presentational currency is Pounds Sterling.
The company's financial statements are presented to the nearest thousand.
The company is the parent undertaking of a small group and as such is not required by the Companies Act 2006 to prepare group accounts. These financial statements therefore present information about the company as an individual entity and not about its group.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

Turnover

Turnover is recognised to the extent that it is probably that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

∙Dividend income from investments is recognised when the shareholder's right to receive payment has been established.

∙Rental income is accounted for on a straight-line basis.

2.3

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 6

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

2.Accounting policies (continued)

2.3

Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Leasehold property	-	over the minimum lease duration
Plant and machinery	-	3 - 12 years
Fixtures and fittings	-	3 - 10 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of income and retained earnings.

2.4

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to the Statement of income and retained earnings on a straight line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.6

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.7

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.8

Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 7

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

2.Accounting policies (continued)

2.9

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in the Statement of income and retained earnings when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

2.10

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Investments in non-convertible preference shares and in non-puttable ordinary and preference shares are measured:

∙at fair value with changes recognised in the Statement of income and retained earnings if the shares are publicly traded or their fair value can otherwise be measured reliably;

∙at cost less impairment for all other investments.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of income and retained earnings.

Page 8

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

2.Accounting policies (continued)

2.11

Taxation

Tax is recognised in the Profit and loss account, except that a change attributable to an item of
income and expense recognised as other comprehensive income or to an item recognised directly
in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been
enacted or substantively enacted by the balance sheet date in the countries where the company
operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not
reversed by the Balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will
be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax
allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of
business combinations, when deferred tax is recognised on the differences between the fair values
of assets acquired and the future tax deductions available for them and the differences between the
fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is
determined using tax rates and laws that have been enacted or substantively enacted by the
balance sheet date.

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires the directors to make judgements, estimates and assumptions that can affect the amounts reported for assets and liabilities, and the results for the year. The nature of estimation is such though that actual outcomes could differ significantly from those estimates.
The following judgements have had the most significant impact on amounts recognised in the financial statements:
Lease commitments
The company has entered into a range of lease commitments in respect of property, plant and equipment. The classification of these lease as either financial or operating leases requires the directors to consider whether the terms and conditions of each lease are such that the company has acquired the risks and rewards associated with the ownership of the underlying assets.
Impairment of fixed asset investments
The company considers if any of the fixed asset investments are impaired. Where an indication of impairment is identified the estimation of recoverable value requires estimation of the recoverable value of the investment. This requires the estimation of the future cash flows from the investment and also selection of appropriate discount rates in order to calculate the net present values of those cash flows.

Page 9

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

Employees

The average monthly number of employees, including the directors, during the year was as follows:

	2018	2017
	No.	No.

Management	6	5

5.	Directors' remuneration
		2018	2017
		£000	£000

Directors' emoluments	280	224
Company contributions to defined contribution pension schemes	-	1
Amounts paid to third parties in respect of directors' services	40	40
	320	265

	During the year retirement benefits were accruing to 1 director (2017 - 1) in respect of defined contribution pension schemes.
	The highest paid director received remuneration of £165,000 (2017 - £153,000).
	The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £390 (2017 - £1,289).

Page 10

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

6.	Tangible fixed assets

	Short-term leasehold property	Fixtures, fittings and equipment	Total
	£000	£000	£000
Cost or valuation
At 1 April 2017	649	176	825
At 31 March 2018	649	176	825
Depreciation
At 1 April 2017	649	160	809
Charge for the year on owned assets	-	7	7
At 31 March 2018	649	167	816
Net book value
At 31 March 2018	-	9	9
At 31 March 2017	-	16	16

7.	Fixed asset investments

		Investments in subsidiary companies
		£000
	Cost or valuation
	At 1 April 2017	23,491
	At 31 March 2018	23,491
	Impairment
	At 1 April 2017	23,000
	At 31 March 2018	23,000
	Net book value
	At 31 March 2018	491
	At 31 March 2017	491

Page 11

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

7.Fixed asset investments (continued)

Direct subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Class of shares	Holding	Principal activity

	Opus 102 Limited	Ordinary	100%	Investment company
	Opus Trust Limited	Ordinary	100%	Dormant

Indirect Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Class of shares	Holding	Principal activity

Opus Property Investments Limited	Ordinary	100%	Property Investment
Opus Nominees Limited	Ordinary	100%	Nominee
Opus Property Finance Limited	Ordinary	100%	Property finance
Tavern Apartments Limited	Ordinary	100%	Dormant
Arca Homes (Collingwood) Limited	Ordinary	100%	Property investment
Opus Corporate Trustees Limited	Ordinary	100%	Corporate trustees

The aggregate of the share capital and reserves as at 31 March 2018 and of the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:
	Aggregate of share capital and reserves	Profit/(loss)
	£000	£000

Opus 102 Limited	19,186	(429)
Opus Trust Limited	7	-
Opus Property Investment Limited	2,908	30
Opus Nominees Limited	1	-
Opus Property Finance Limited	(2,799)	29
Tavern Apartments Limited	(467)	-
Arca Homes (Collingwood) Limited	(2,652)	5
Opus Corporate Trustees Limited	1	-
	16,185	(365)

Page 12

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

Debtors

					2018	2017
					£000	£000



Trade debtors	140	190
Amounts owed by group undertakings	2,752	3,422
Other debtors	1,151	51
Prepayments and accrued income	449	452
	4,492	4,115

9.	Creditors: Amounts falling due within one year
		2018	2017
		£000	£000

Trade creditors	37	48
Amounts owed to group undertakings	4,019	2,954
Other taxation and social security	-	55
Other creditors	1	486
Accruals and deferred income	386	301
	4,443	3,844

Page 13

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018

10.	Share capital
		2018	2017
		£000	£000

Allotted, called up and fully paid

1,372,971 Ordinary shares shares of £0.25 each	343	343
1,374,403 Deferred shares of £0.25 each	344	344

	687	687

The holders of deferred shares are not entitled to any participation in the profits or assets of the company, nor do they have any right to attend and vote at any general meeting of the company.

11.	Contingent liabilities

Group banking arrangements
The company has guaranteed the bank facilities of all the companies within the Opus Trust Group, the company had no exposure under this liability at the balance sheet date or in the previous year.

Not later than 1 year	588	588
Later than 1 year and not later than 5 years	441	1,028
	1,029	1,616

13.	Related party transactions
	All directors' remuneration paid by the company during the year was done so under normal market conditions, see note 5 for disclosure of directors' remuneration. The company is exempt from disclosing related party transactions with other companies that are wholly owned within the group. The company is also exempt from disclosing related party transactions that are conducted under normal market conditions.

		2018	2017
		£000	£000

Amounts due from related trusts

Page 14

Opus Trust Group Limited

Notes to the financial statements

For the year ended 31 March 2018


	08/05/2017	50
	21/07/2017	25
	22/08/2018	50
	18/09/2017	87
	27/09/2017	100
	16/10/2017	100
	16/10/2017	100
	01/11/2017	50
	13/11/2017	100
	10/01/2018	50
	10/01/2018	100
	30/11/2017	100
	01/12/2017	190
	06/02/2018	50
	09/03/2018	50
	12/03/2018	160
	09/02/2018	50
	Other minor advances	9
		1,421

15.	Ultimate parent undertaking and controlling party

The company is a wholly owned subsidiary undertaking of Opus Trust Investments Limited, a company incorporated in England and Wales.

Page 15