Registration number:
for the
Year Ended
Eaton Square Schools Limited
Contents
Company Information |
|
Directors' Report |
|
Strategic Report |
|
Statement of Directors' Responsibilities |
|
Independent Auditor's Report |
|
Profit and Loss Account |
|
Balance Sheet |
|
Statement of Changes in Equity |
|
Notes to the Financial Statements |
Eaton Square Schools Limited
Company Information
Directors |
A N Hassan J A Pickles C A Robertson |
Registered office |
|
Bankers |
|
Auditors |
|
Eaton Square Schools Limited
Directors' Report for the Year Ended 31 August 2020
The directors present their report and the financial statements for the year ended 31 August 2020.
Principal activity
The principal activity of the company is the provision of nursery and educational services.
Directors of the company
The directors who held office during the year were as follows:
Disclosure of information to the auditors
Each director has taken the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Reappointment of auditors
Hazlewoods LLP have expressed their willingness to continue in office.
Approved by the
.........................................
Director
Eaton Square Schools Limited
Strategic Report for the Year Ended 31 August 2020
The directors present their strategic report for the year ended 31 August 2020.
Fair review of the business
The results for the year, which are set out in the profit and loss account, show an operating loss before exceptional costs of £386,599 (2019 - Profit £650,136). At 31 August 2020, the company had net assets of £6,732,349 (2019 - £9,380,122). In spite of the impact of COVID-19, the directors consider the performance for the year and the financial position at the year end to be satisfactory.
Given the nature of the business, the company's directors are of the opinion that key performance indicators are important. The company uses a number of indicators to monitor and improve development, performance or the position of the business. Indicators are reviewed and altered to meet changes both in the internal and external environments. The directors do not consider the inclusion of an analysis using key performance indicators to be necessary to assist users of the financial statements in their understanding of the financial performance or position of the company.
Principal risks and uncertainties
The management of the business and the execution of the company's strategy are subject to a number of risks. The key business risks and uncertainties affecting the company are considered to relate to pupil numbers. However, the schools are very well established with an excellent reputation and inspection reports.
Financial instruments
Price risk, credit risk, liquidity risk and cash flow risk
The business’ principal financial instruments comprise bank balances, trade debtors and trade creditors. The main purpose of these instruments is to finance the business’ operations.
In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility, through the use of overdrafts at floating rates of interest. All of the business’ cash balances are held in such a way that achieves a competitive rate of interest. The business makes use of money market facilities where funds are available.
Trade debtors are managed in respect of credit and cash flow risk, by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors. Trade creditors’ liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.
In accordance with the Financial Reporting Council’s ‘Going Concern and Liquidity Risk; Guidance for Directors of UK Companies 2009’ the directors of all companies are now required to provide disclosures regarding the adoption of the going concern basis of accounting.
The directors have prepared forecasts for the next 12 months that indicate that the company has sufficient resources available to trade as a going concern. The directors, therefore, have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and have continued to adopt the going concern basis in preparing the financial statements.
Future developments
The external environment is expected to remain competitive going forward, however, the directors are confident that the company will continue to improve the current level of performance in the future.
Approved by the
.........................................
Director
Eaton Square Schools Limited
Statement of Directors' Responsibilities
The directors are responsible for preparing the Directors' Report, Strategic 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 and apply them consistently; |
• |
make judgements and accounting estimates that are reasonable and prudent; |
• |
state whether applicable UK Accounting Standards has been followed, subject to any material departures disclosed and explained in the financial statements; and |
• |
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 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.
Eaton Square Schools Limited
Independent Auditor's Report to the Members of Eaton Square Schools Limited
Opinion
We have audited the financial statements of Eaton Square Schools Limited (the 'company') for the year ended 31 August 2020, which comprise the Profit and Loss Account, 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).
In our opinion the financial statements:
• |
give a true and fair view of the state of the company's affairs as at 31 August 2020 and of its loss for the year then ended; |
• |
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• |
have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
• |
the directors’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or |
• |
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue. |
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• |
the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
• |
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
Eaton Square Schools Limited
Independent Auditor's Report to the Members of Eaton Square Schools Limited
Matters on which we are required to report by exception
In the light of our 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 and the Directors' Report.
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:
• |
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. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor’s 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 an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
......................................
For and on behalf of
Windsor House
Bayshill Road
GL50 3AT
Eaton Square Schools Limited
Profit and Loss Account for the Year Ended 31 August 2020
Note |
2020 |
2019 |
|
Turnover |
|
|
|
Other operating income |
|
- |
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Operating (loss)/profit before exceptional items |
(386,599) |
650,136 |
|
Exceptional items |
(2,153,092) |
(193,214) |
|
Operating (loss)/profit after exceptional items |
( |
|
|
Other interest receivable and similar income |
- |
|
|
(Loss)/profit before tax |
( |
|
|
Taxation |
( |
( |
|
(Loss)/profit for the financial year |
( |
|
The above results were derived from continuing operations.
The company has no other comprehensive income for the year.
Eaton Square Schools Limited
(Registration number: 04589393)
Balance Sheet as at 31 August 2020
Note |
2020 |
2019 |
|
Fixed assets |
|||
Tangible assets |
|
|
|
Current assets |
|||
Debtors: Amounts falling due within one year |
12,671,909 |
14,190,665 |
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current (liabilities)/assets |
( |
|
|
Total assets less current liabilities |
|
|
|
Provisions for liabilities |
( |
- |
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Retained earnings |
|
|
|
Total equity |
|
|
Approved and authorised by the
.........................................
Director
Eaton Square Schools Limited
Statement of Changes in Equity for the Year Ended 31 August 2020
Share capital |
Retained earnings |
Total |
|
At 1 September 2019 |
|
|
|
Loss for the year |
- |
( |
( |
At 31 August 2020 |
|
|
|
Share capital |
Retained earnings |
Total |
|
At 1 September 2018 |
|
|
|
Profit for the year |
- |
|
|
At 31 August 2019 |
|
|
|
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
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 were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.
Name of parent of group
The parent of the smallest group in which these financial statements are consolidated is Dukes Education Holdings Limited. The parent of the largest group in which these financial statements are consolidated is Grove Education Partners Midco Limited. The financial statements of both companies are available on request from the registered office.
Going concern
After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.
Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Depreciation and amortisation
Tangible and intangible assets are depreciated and amortised over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors.
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the 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 and after eliminating sales within the company. The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the company's activities.
Government grants
Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current 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.
Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Tangible assets
Tangible assets are stated in the balance sheet 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 over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Long leasehold property |
2% straight line |
Improvements to leasehold property |
10% straight line |
Furniture, fittings and equipment |
20% - 33% straight line |
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 services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted amount of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
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.
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.
Financial instruments
Classification
Recognition and measurement
Financial assets and liabilities are only offset in the statement of financial position when, and only when there exists a legally enforceable right to set off the recognised amounts and the group intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
Financial instruments (continued)
Impairment
A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Revenue |
The total turnover of the group for the year has been derived from its principal activity wholly undertaken in the UK.
Other operating income |
The analysis of the company's other operating income for the year is as follows:
2020 |
2019 |
|
CJRS grant income receivable |
|
- |
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
Operating profit |
Arrived at after charging:
2020 |
2019 |
|
Depreciation expense |
|
|
Operating lease expense - property |
|
|
Operating lease expense - plant and machinery |
- |
|
Exceptional items |
2020 |
2019 |
|
Exceptional expenses |
2,153,092 |
193,214 |
Exceptional costs in the current year include onerous lease provisions and related costs of £2,065,333, redundancies and settlement costs of £104,281 and one-off professional fees of £51,015 net of historical credit balance write backs of £67,537.
Exceptional items for the previous year comprised non-recurring staff costs, rental costs, insurance claim write-offs and one off professional fees.
Other interest receivable and similar income |
2020 |
2019 |
|
Interest income on bank deposits |
- |
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
2020 |
2019 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Pension costs, defined contribution scheme |
|
|
|
|
The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:
2020 |
2019 |
|
Education |
|
|
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
Taxation |
Tax charged in the profit and loss account
2020 |
2019 |
|
Current taxation |
||
UK corporation tax adjustment to prior periods |
- |
|
Deferred taxation |
||
Arising from origination and reversal of timing differences |
|
- |
Tax expense in the income statement |
|
|
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2019 - lower than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2020 |
2019 |
|
(Loss)/profit before tax |
( |
|
Corporation tax at standard rate |
( |
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
Increase in UK and foreign current tax from adjustment for prior periods |
- |
|
Tax increase from effect of capital allowances and depreciation |
|
|
Tax increase/(decrease) arising from group relief |
|
( |
Total tax charge |
|
|
Deferred tax
Deferred tax assets and liabilities
2020 |
Liability |
Difference between accumulated depreciation and capital allowances |
|
Tax losses carried forward |
- |
|
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
Tangible assets |
Long leasehold land and buildings |
Furniture, fittings and equipment |
Total |
|
Cost |
|||
At 1 September 2019 |
|
|
|
Additions |
|
|
|
At 31 August 2020 |
|
|
|
Depreciation |
|||
At 1 September 2019 |
|
|
|
Charge for the year |
|
|
|
At 31 August 2020 |
|
|
|
Carrying amount |
|||
At 31 August 2020 |
|
|
|
At 31 August 2019 |
|
|
|
Debtors |
2020 |
2019 |
|
Trade debtors |
|
|
Other debtors |
|
|
Prepayments |
|
|
Amounts due from group undertakings |
10,416,581 |
11,968,865 |
|
|
Creditors |
Note |
2020 |
2019 |
|
Due within one year |
|||
Trade creditors |
|
|
|
Amounts due to related parties |
|
- |
|
Social security and other taxes |
|
|
|
Outstanding defined contribution pension costs |
|
|
|
Other creditors |
|
|
|
Accrued expenses |
|
|
|
Deferred income and fee deposits |
|
|
|
|
|
Share capital |
Allotted, called up and fully paid shares
Eaton Square Schools Limited
Notes to the Financial Statements for the Year Ended 31 August 2020
2020 |
2019 |
|||
No. |
£ |
No. |
£ |
|
|
|
2 |
|
2 |
Obligations under leases and hire purchase contracts |
Operating leases
The total of future minimum lease payments is as follows:
2020 |
2019 |
|
Not later than one year |
|
|
Later than one year and not later than five years |
|
|
Later than five years |
|
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £
Contributions totalling
£
Contingent liabilities |
The company is bound by an intra-group cross guarantee in respect of bank debt with other members of the group headed by its parent undertaking at the balance sheet date, Dukes Education Group Limited. The amount guaranteed is £110,000,000 (2019 - £79,990,000).
Parent and ultimate parent undertaking |
The company's immediate parent is
The ultimate parent company is