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REGISTERED NUMBER:
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Strategic Report, Report of the Directors and |
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Financial Statements for the Year Ended 31 March 2018 |
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Wilson Learning Europa Limited |
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REGISTERED NUMBER:
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Strategic Report, Report of the Directors and |
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Financial Statements for the Year Ended 31 March 2018 |
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for |
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Wilson Learning Europa Limited |
Wilson Learning Europa Limited (Registered number: 01552102) |
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Contents of the Financial Statements |
for the Year Ended 31 March 2018 |
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Page |
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Company Information | 1 |
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Strategic Report | 2 |
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Report of the Directors | 3 |
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Statement of Directors' Responsibilities | 4 |
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Report of the Independent Auditors | 5 |
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Statement of Comprehensive Income | 7 |
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Balance Sheet | 8 |
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Statement of Changes in Equity | 9 |
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Notes to the Financial Statements | 10 |
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Wilson Learning Europa Limited |
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Company Information |
for the Year Ended 31 March 2018 |
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DIRECTORS: |
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REGISTERED OFFICE: |
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REGISTERED NUMBER: |
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AUDITORS: |
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Chartered Accountants |
& Statutory Auditor |
The Mill House |
Boundary Road |
Loudwater |
High Wycombe |
Bucks. |
HP10 9QN |
Wilson Learning Europa Limited (Registered number: 01552102) |
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Strategic Report |
for the Year Ended 31 March 2018 |
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The directors present their strategic report for the year ended 31 March 2018. |
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The company is exempt from the requirement to prepare a Strategic Report under Section 414B of the |
Companies Act 2006 on the basis that the company would be entitled to small companies exemption but for it |
being a member of an ineligible group. |
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REVIEW OF BUSINESS |
A detailed review of the business is contained within the 'Review of Operations' published in the 2018 Annual |
Report by Wilson Learning Worldwide Inc. |
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ON BEHALF OF THE BOARD: |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Report of the Directors |
for the Year Ended 31 March 2018 |
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The directors present their report with the financial statements of the company for the year ended 31 March 2018. |
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PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of the provision of training and |
development consulting, materials and courses. |
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DIVIDENDS |
The profit for the year amounted to £353,538. The directors have not recommended a dividend. |
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DIRECTORS |
The directors shown below have held office during the whole of the period from 1 April 2017 to the date of this |
report. |
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The company is a wholly owned subsidiary and the interests of the group directors are disclosed in the |
financial statements of the parent company. |
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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. |
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AUDITORS |
The auditors, The Fish Partnership, will be proposed for re-appointment at the forthcoming Annual General |
Meeting. |
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ON BEHALF OF THE BOARD: |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Statement of Directors' Responsibilities |
for the Year Ended 31 March 2018 |
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The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial |
statements in accordance with applicable law and regulations. |
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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: |
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- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable accounting standards have been followed, subject to any material departures
disclosed and explained in the financial statements; |
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the
company will continue in business. |
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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. |
Report of the Independent Auditors to the Members of |
Wilson Learning Europa Limited |
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Opinion |
We have audited the financial statements of Wilson Learning Europa Limited (the 'company') for the year |
ended 31 March 2018 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement |
of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting |
policies. The financial reporting framework that has been applied in their preparation is applicable law and |
United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting |
Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting |
Practice). |
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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. |
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In our opinion the financial statements: |
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give a true and fair view of the state of the company's affairs as at 31 March 2018 and of its profit for the
year then ended; |
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have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice;
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- | have been prepared in accordance with the requirements of the Companies Act 2006. |
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Basis for 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 Auditors' |
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. We believe that the audit evidence we have obtained is sufficient and |
appropriate to provide a basis for our opinion. |
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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: |
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the directors' use of the going concern basis of accounting in the preparation of the financial statements is
not appropriate; or |
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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. |
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Other information |
The directors are responsible for the other information. The other information comprises the information in the |
Strategic Report, the Report of the Directors and the Statement of Directors' Responsibilities, but does not |
include the financial statements and our Report of the Auditors thereon. |
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Our opinion on the financial statements does not cover the other information and we do not express any form |
of assurance conclusion thereon. |
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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, 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. |
Report of the Independent Auditors to the Members of |
Wilson Learning Europa Limited |
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Opinion on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
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the information given in the Strategic Report and the Report of the Directors for the financial year for which
the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and the Report of the Directors have been prepared in accordance with applicable
legal requirements. |
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Matters on which we are required to report by exception |
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 material misstatements in the Strategic Report or the Report of the Directors. |
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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: |
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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. |
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Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 necessary to enable the preparation of financial |
statements that are free from material misstatement, whether due to fraud or error. |
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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. |
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Our responsibilities for the audit of the financial statements |
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 a Report of the Auditors 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. |
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A further description of our responsibilities for the audit of the financial statements is located on the Financial |
Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our |
Report of the Auditors. |
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for and on behalf of
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Chartered Accountants |
& Statutory Auditor |
The Mill House |
Boundary Road |
Loudwater |
High Wycombe |
Bucks. |
HP10 9QN |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Statement of Comprehensive Income |
for the Year Ended 31 March 2018 |
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2018 | 2017 |
Notes | £ | £ |
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TURNOVER | 3 |
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Cost of sales |
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GROSS PROFIT |
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Administrative expenses |
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295,808 | 657,643 |
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Other operating income | 4 |
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OPERATING PROFIT | 7 |
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Interest receivable and similar income |
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362,560 | 680,690 |
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Interest payable and similar expenses | 9 |
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PROFIT BEFORE TAXATION |
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Tax on profit | 10 |
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PROFIT FOR THE FINANCIAL YEAR |
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OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Balance Sheet |
31 March 2018 |
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2018 | 2017 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 12 |
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CURRENT ASSETS |
Stocks | 13 |
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Debtors | 14 |
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Cash at bank and in hand |
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CREDITORS |
Amounts falling due within one year | 15 |
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NET CURRENT ASSETS |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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CAPITAL AND RESERVES |
Called up share capital | 17 |
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Retained earnings | 18 | ( |
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SHAREHOLDERS' FUNDS |
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The financial statements were approved by the Board of Directors on
behalf by: |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Statement of Changes in Equity |
for the Year Ended 31 March 2018 |
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Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
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Balance at 1 April 2016 |
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Changes in equity |
Total comprehensive income | - |
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Balance at 31 March 2017 |
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Changes in equity |
Total comprehensive income | - |
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Balance at 31 March 2018 |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Notes to the Financial Statements |
for the Year Ended 31 March 2018 |
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1. | STATUTORY INFORMATION |
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Wilson Learning Europa Limited is a
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Wales. The company's registered number and registered office address can be found on the Company |
Information page. |
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemptions in preparing these financial |
statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and |
Republic of Ireland": |
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• | the requirements of Section 7 Statement of Cash Flows; |
• | the requirement of Section 33 Related Party Disclosures paragraph 33.7. |
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Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, |
rebates, value added tax and other sales taxes. |
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Tangible fixed assets |
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Fixtures and fittings | - |
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Equipment | - |
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Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for |
obsolete and slow moving items. |
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Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of |
Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive |
income or directly in equity. |
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Current or deferred taxation assets and liabilities are not discounted. |
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Current tax is recognised at the amount of tax payable using the tax rates and laws that have been |
enacted or substantively enacted by the balance sheet date. |
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Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at |
the balance sheet date. |
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Timing differences arise from the inclusion of income and expenses in tax assessments in periods |
different from those in which they are recognised in financial statements. Deferred tax is measured |
using tax rates and laws that have been enacted or substantively enacted by the year end and that are |
expected to apply to the reversal of the timing difference. |
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Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable |
that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Wilson Learning Europa Limited (Registered number: 01552102) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2018 |
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2. | ACCOUNTING POLICIES - continued |
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Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at |
the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of |
exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at |
the operating result. |
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Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the |
period of the lease. |
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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. |
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Investments |
Fixed asset investments are stated at cost less provision for diminution in value. |
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3. | TURNOVER |
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The turnover and profit before taxation are attributable to the one principal activity of the company. |
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An analysis of turnover by class of business is given below: |
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2018 | 2017 |
£ | £ |
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An analysis of turnover by geographical market is given below: |
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2018 | 2017 |
£ | £ |
Sales - United Kingdom | 927,768 | 1,725,810 |
Sales - Europe | 907,692 | 836,431 |
Sales - Rest of World | 912,235 | 881,209 |
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4. | OTHER OPERATING INCOME |
2018 | 2017 |
£ | £ |
Rents received |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2018 |
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5. | EMPLOYEES AND DIRECTORS |
2018 | 2017 |
£ | £ |
Wages and salaries |
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Social security costs |
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Other pension costs |
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The average number of employees during the year was as follows: |
2018 | 2017 |
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Sales and Distribution | 4 | 3 |
Administration | 7 | 6 |
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6. | DIRECTORS' EMOLUMENTS |
2018 | 2017 |
£ | £ |
Directors' remuneration |
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Directors' pension contributions to money purchase schemes |
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The number of directors to whom retirement benefits were accruing was as follows: |
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Money purchase schemes |
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7. | OPERATING PROFIT |
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The operating profit is stated after charging/(crediting): |
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2018 | 2017 |
£ | £ |
Hire of plant and machinery |
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Other operating leases |
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Depreciation - owned assets |
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Foreign exchange differences |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2018 |
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8. | AUDITORS' REMUNERATION |
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2018 | 2017 |
£ | £ |
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Fees payable to the Group's auditors for the audit of
the Group's consolidated financial statements |
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3,000 |
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Total amount payable to the Group's auditor | 3,000 | 3,000 |
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Fees payable to the Company's auditors for the audit
of the company's financial statements |
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8,000 |
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7,750 |
Fees payable to the Company's auditors for other
services: |
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- Taxation compliance services | 1,000 | 1,000 |
- Other non - audit services | 1,320 | 1,218 |
Total amount payable to the Company's auditor | 10,320 | 9,968 |
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9. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2018 | 2017 |
£ | £ |
Interest on other loan |
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10. | TAXATION |
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Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2018 | 2017 |
£ | £ |
Current tax: |
UK corporation tax |
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Tax on profit |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2018 |
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10. | TAXATION - continued |
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Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The |
difference is explained below: |
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2018 | 2017 |
£ | £ |
Profit before tax |
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Profit multiplied by the standard rate of corporation tax in the UK of
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Effects of: |
Expenses not deductible for tax purposes |
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Capital allowances in excess of depreciation | ( |
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Depreciation in excess of capital allowances | - |
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Utilisation of tax losses | ( |
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Adjustments to tax charge in respect of previous periods |
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tax purposes |
year in excess of depreciation |
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Total tax charge | 9,022 | - |
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11. | PENSION |
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The company operates a defined contribution pension scheme. The scheme and its assets are held by |
independent managers. The pension charge represents contributions due from the company and |
amounted to £43,751 (2017: £23,822). |
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12. | TANGIBLE FIXED ASSETS |
Improvements | Fixtures |
to | and |
property | fittings | Equipment | Totals |
£ | £ | £ | £ |
COST |
At 1 April 2017 |
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Additions |
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Disposals |
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( |
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At 31 March 2018 |
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DEPRECIATION |
At 1 April 2017 |
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Charge for year |
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Eliminated on disposal |
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( |
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At 31 March 2018 |
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NET BOOK VALUE |
At 31 March 2018 |
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At 31 March 2017 |
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Wilson Learning Europa Limited (Registered number: 01552102) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2018 |
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13. | STOCKS |
2018 | 2017 |
£ | £ |
Stocks |
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14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2018 | 2017 |
£ | £ |
Trade debtors |
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Amounts owed by group undertakings |
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Prepayments and accrued income |
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15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2018 | 2017 |
£ | £ |
Trade creditors |
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Amounts owed to group undertakings |
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Tax |
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PAYE and NIC |
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VAT | 9,284 | 52,093 |
Other creditors |
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Accruals and deferred income |
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16. | LEASING AGREEMENTS |
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Minimum lease payments under non-cancellable operating leases fall due as follows: |
2018 | 2017 |
£ | £ |
Within one year |
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Between one and five years |
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17. | CALLED UP SHARE CAPITAL |
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Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2018 | 2017 |
value: | £ | £ |
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Ordinary | £1 | 2,850,000 | 2,850,000 |
Wilson Learning Europa Limited (Registered number: 01552102) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2018 |
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18. | RESERVES |
Retained |
earnings |
£ |
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At 1 April 2017 | ( |
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Profit for the year |
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At 31 March 2018 | ( |
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19. | ULTIMATE PARENT COMPANY |
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The immediate and the ultimate parent company of Wilson Learning Europa Limited is Wilson |
Learning Worldwide Inc., which is incorporated in Japan. |
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The company is a wholly owned subsidiary of Wilson Learning Worldwide Inc.. The smallest and the |
largest group in which Wilson Learning Europa Limited is consolidated is that headed by Wilson |
Learning Worldwide Inc.. The consolidated accounts of this group are available to the public and may |
be obtained from Wilson Learning Worldwide Inc.,1-10-6, Roppongi, Minato-Ku, Tokyo, Japan, |
106-0032. |
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20. | RELATED PARTY DISCLOSURES |
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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. |