Company Registration No. 03211534 (England and Wales)
TOOGOODS PROPERTY COMPANY LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2016
PAGES FOR FILING WITH REGISTRAR
TOOGOODS PROPERTY COMPANY LIMITED
COMPANY INFORMATION
Directors
Mr P J Toogood
Mrs A Toogood
Mr M Toogood
Secretary
Mrs A Toogood
Company number
03211534
Registered office
33 The Clarendon Centre
Dairy Meadow Lane
Salisbury
SP1 2TJ
Accountants
Moore Stephens (South) LLP
33 The Clarendon Centre
Salisbury Business Park
Dairy Meadow Lane
Salisbury
Wiltshire
SP1 2TJ
TOOGOODS PROPERTY COMPANY LIMITED
CONTENTS
Page
Statement of financial position
2 - 3
Notes to the financial statements
5 - 11
TOOGOODS PROPERTY COMPANY LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2016
- 1 -
2016
2015
£
£
Profit for the year
463,329
355,251
Other comprehensive income
Revaluation of property, plant and equipment
(1,567,738)
2,513,409
Total comprehensive income for the year
(1,104,409)
2,868,660
TOOGOODS PROPERTY COMPANY LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2016
31 December 2016
- 2 -
2016
2015
Notes
£
£
£
£
Fixed assets
Property, plant and equipment
3
19,005
660,433
Investment properties
4
12,544,915
12,453,453
Investments
5
10
10
12,563,930
13,113,896
Current assets
Inventories
33,542
-
Trade and other receivables
6
65,724
226,225
Cash at bank and in hand
993,997
295,216
1,093,263
521,441
Current liabilities
7
(936,639)
(816,304)
Net current assets/(liabilities)
156,624
(294,863)
Total assets less current liabilities
12,720,554
12,819,033
Non-current liabilities
8
(6,918,245)
(8,183,315)
Net assets
5,802,309
4,635,718
Equity
Called up share capital
10
2,400,000
1,000
Revaluation reserve
11
1,521,938
3,089,676
Retained earnings
1,880,371
1,545,042
Total equity
5,802,309
4,635,718
The directors of the company have elected not to include a copy of the income statement within the financial statements.
true
For the financial year ended 31 December 2016 the company was entitled to exemption from audit under section 477 of the Companies Act 2006.
T
he directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of financial statements.
T
he member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476
.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime.
TOOGOODS PROPERTY COMPANY LIMITED
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
31 DECEMBER 2016
31 December 2016
- 3 -
The financial statements were approved by the board of directors and authorised for issue on 27 June 2017 and are signed on its behalf by:
Mr P J Toogood
Director
Company Registration No. 03211534
TOOGOODS PROPERTY COMPANY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2016
- 4 -
Share capital
Revaluation reserve
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 January 2015
1,000
576,267
1,289,791
1,867,058
Year ended 31 December 2015:
Profit for the year
-
-
355,251
355,251
Other comprehensive income:
Revaluation of property, plant and equipment
-
2,513,409
-
2,513,409
Total comprehensive income for the year
-
2,513,409
355,251
2,868,660
Dividends
-
-
(100,000)
(100,000)
Balance at 31 December 2015
1,000
3,089,676
1,545,042
4,635,718
Year ended 31 December 2016:
Profit for the year
-
-
463,329
463,329
Other comprehensive income:
Revaluation of property, plant and equipment
-
(1,567,738)
-
(1,567,738)
Total comprehensive income for the year
-
(1,567,738)
463,329
(1,104,409)
Issue of share capital
10
2,399,000
-
-
2,399,000
Dividends
-
-
(128,000)
(128,000)
Balance at 31 December 2016
2,400,000
1,521,938
1,880,371
5,802,309
TOOGOODS PROPERTY COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2016
- 5 -
1
Accounting policies
Company information
Toogoods Property Company Limited is a
private
company
limited by shares
incorporated in England and Wales.
The registered office is
33 The Clarendon Centre, Dairy Meadow Lane, Salisbury, SP1 2TJ.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in
sterling
, which is the functional currency of the company.
Monetary a
mounts
in these financial statements are
rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
These financial statements for the year ended 31 December 2016
are the
first
financial statements of Toogoods Property Company Limited prepared in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland. The date of transition to FRS 102 was 1 January 2015. An explanation of how transition to FRS 102 has affected the reported financial position and financial performance is given in note 13.
1.2
Revenue
Revenue
represents amounts
received in respect of rent and services rendered in respect of rental services.
Revenue is recognised when it is probable that any future economic benefits associated with the transaction flow to the entity and the amount of revenue can be reliably measured. In the case of rental income, the value is agreed upon signing of the rental contract and income is collected monthly in arrears. Any rent collected in advance is prepaid and released over the period of the rental.
1.3
Property, plant and equipment
Property, plant and equipment
are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Plant and machinery
15% reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and
is credited or charged to profit or loss
.
TOOGOODS PROPERTY COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2016
1
Accounting policies
(Continued)
- 6 -
1.4
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure
. Subsequently it is measured
at fair value a
t
the reporting end date.
The surplus or deficit on revaluation is recognised in the income statement.
Where fair value cannot be achieved without undue cost or effort, investment property is accounted for as property, plant and equipment.
1.5
Impairment of non-current assets
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.
1.6
Inventories
Inventories
consist of work in progress for the development of investment properties. Stocks
are stated at the lower of cost and
net realisable value
. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of inventories over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.7
Cash and cash equivalents
Cash and cash equivalents
are basic financial assets
and
include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.8
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset
, with
the net amounts presented in the financial statements
,
when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
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.
TOOGOODS PROPERTY COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2016
1
Accounting policies
(Continued)
- 7 -
Classification of financial liabilities
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
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
paymen
ts 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. A
m
ounts 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.
1.9
Equity instruments
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.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The
company’s
liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
The accounting policy in respect of deferred tax reflects the requirements of FRS 19 - Deferred Tax. Deferred tax is provided in full in respect of taxation deferred by timing differences between the treatment of certain items for taxation and accounting purposes. The deferred tax balance has not been discounted.
1.11
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
TOOGOODS PROPERTY COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2016
- 8 -
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was 5 (2015 - 3).
3
Property, plant and equipment
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 January 2016
648,893
44,365
693,258
Additions
-
9,862
9,862
Disposals
(648,893)
-
(648,893)
At 31 December 2016
-
54,227
54,227
Depreciation and impairment
At 1 January 2016
-
32,825
32,825
Depreciation charged in the year
-
2,397
2,397
At 31 December 2016
-
35,222
35,222
Carrying amount
At 31 December 2016
-
19,005
19,005
At 31 December 2015
648,893
11,540
660,433
4
Investment property
2016
£
Fair value
At 1 January 2016
12,453,453
Additions
1,675,771
Transfers
803,429
Disposals
(820,000)
Revaluations
(1,567,738)
At 31 December 2016
12,544,915
The fair value of the investment property has been arrived at on the basis of a valuation carried out at 31 December 2016 by Lloyds Bank, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties and the rental yield of the properties. Under FRS 102 section 35 the fair value has been used as the deemed cost on transition.
TOOGOODS PROPERTY COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2016
- 9 -
5
Fixed asset investments
2016
2015
£
£
Investments
10
10
The company holds 10 ordinary shares in Portway Business Centre Management Company, a company incorporated in Great Britain. The company was dormant throughout the year.
Movements in non-current investments
Investments other than loans
£
Cost or valuation
At 1 January 2016 & 31 December 2016
10
Carrying amount
At 31 December 2016
10
At 31 December 2015
10
6
Trade and other receivables
2016
2015
Amounts falling due within one year:
£
£
Trade receivables
40,659
74,565
Amounts due from group undertakings
-
65,873
Other receivables
25,065
85,787
65,724
226,225
7
Current liabilities
2016
2015
£
£
Bank loans and overdrafts
378,222
355,961
Trade payables
66,908
44,592
Amounts due to group undertakings
76,041
53,316
Corporation tax
42,336
35,501
Other taxation and social security
61,383
32,849
Other payables
311,749
294,085
936,639
816,304
TOOGOODS PROPERTY COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2016
- 10 -
8
Non-current liabilities
2016
2015
£
£
Bank loans and overdrafts
6,776,351
5,500,809
Other payables
141,894
2,682,506
6,918,245
8,183,315
The long-term loans are secured by fixed and floating charges over all of the Company's assets.
9
Deferred income
2016
2015
£
£
Other deferred income
148,965
154,933
10
Called up share capital
2016
2015
£
£
Ordinary share capital
Issued and fully paid
2,400,000 Ordinary shares of £1 each
2,400,000
1,000
11
Revaluation reserve
2016
2015
£
£
At beginning of year
3,089,676
576,267
Revaluation surplus arising in the year
(1,567,738)
2,513,409
At end of year
1,521,938
3,089,676
12
Operating lease commitments
Operating lease payments represent rentals payable by the company for a vehicle on fixed contract hire.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2016
2015
£
£
3,236
-
13
Reconciliations on adoption of FRS 102
TOOGOODS PROPERTY COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2016
13
Reconciliations on adoption of FRS 102
(Continued)
- 11 -
Reconciliation of equity
1 January
31 December
2015
2015
£
£
Equity as reported under previous UK GAAP and under FRS 102
1,867,058
4,635,718
Reconciliation of profit for the financial period
2015
£
Profit as reported under previous UK GAAP and under FRS 102
355,251
Adjustments to prior year (note )
2,513,409
As restated
2,868,660
Does not agree to TB. Check statutory database entries.
355,251
Notes to reconciliations on adoption of FRS 102
Under FRS 102 changes in fair value of investment properties are recognised in the profit and loss, whereas under old UK GAAP, equivalent gains and losses were taken to the statement of total recognised gains and losses. As fair value gains are not realised profits, the fair value movements are recognised in a non-distributable reserve to show them separately from retained earnings.
Under FRS 102 a deferred tax provision is recognised on fair value uplifts on investment properties. This is also shown in the non-distributable reserve.
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