Company Registration No. 06365189 (England and Wales)
BALDWINS HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
BALDWINS HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr J Baldwin
Mr D Baldwin
Mr S N Southall
Mr S Knight
Mr W Payne
(Appointed 28 September 2018)
Secretary
Mr S N Southall
Company number
06365189
Registered office
Churchill House
59 Lichfield Street
Walsall
West Midlands
WS4 2BX
Auditor
Ernst & Young LLP
One Colmore Square
Birmingham
B4 6HQ
BALDWINS HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 9
Profit and loss account
10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Notes to the financial statements
14 - 32
BALDWINS HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2018
- 1 -
The directors present the strategic report for the year ended 30 June 2018.
Fair review of the business
The company is a holding company for the Baldwins group of companies, who provide accountancy and taxation services in the United Kingdom. The company acts as a parent undertaking for the UK subsidiaries of the Baldwins group of companies and provision of accountancy and taxation services in the United Kingdom.
During the year, the company directly acquired the trade and certain assets of a number of accountancy practices and as such became a trading entity.
As part of a wider restructuring which took place on 1 July 2019 the majority of the trading activity within the Baldwins' group of companies resulted in the transfer of the trade and net assets of the company's subsidiaries to the company. The company's future principal activity will be that of a trading entity.
During the prior year the company and its subsidiaries were acquired by the Cogital Group as part of the formation of a new international financial services group. The company has been consolidated within the Cogital group and therefore has not prepared consolidated financial statements. The immediate holding company is Baldwins Bidco Limited, a company registered in Jersey. The largest and smallest group in which the company is consolidated is Cogital Topco Limited. Copies of the group financial statements can be obtained at 2 Babmaes Street (1st Floor), St James, London, SW1Y 6HD.
The ultimate controlling company is HG Capital 7 Nominees Limited, a company registered in England and Wales.
The current year loss was due to profits generated from the provision of accountancy and taxation services in the United Kingdom offset by interest payments and administrative expenses. There was a loss generated for the year as a result of the increase in interest expense arising from the increased debt funding for acquisitions and investment related expenses such as amortisation and investment provisions and increased payroll costs. The company has received dividends of £nil (2017: £3,500,000) which also contributed to the loss for the year.
BALDWINS HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 2 -
Principal risks and uncertainties
Being a parent undertaking, the company bears the risk of changes in the valuation of its investments in the individual subsidiaries. This is monitored by the company annually. The company operates a treasury function for its wholly owned subsidiaries, there is a risk that these amounts lent to subsidiaries are not recoverable. There is no external debt or exposure to foreign exchange.
Following the acquisition by the Cogital group, a significant portion of the Baldwins group of companies debt owed by the company is now due to entities under the control of Hg Capital 7 Nominees Limited, the company’s ultimate controlling party. The company retains an overdraft facility.
In 2018, the company became a trading entity of the Cogital Group, and has an active and robust corporate governance programme that is designed to manage strategic and tactical risks which could impact the business.
The Company monitors all aspects of risk including economic risk, competition and changes in market conditions, financial risk and customer dependencies. The company has a large number of clients that reduces the risk that it is overly dependent on a single customer.
The company does not expected to be significantly impacted by the potential economic issues associated with the UK exit of the European Union, given all its operations are in the UK.
Credit risk
The company has implemented policies that require appropriate credit checks on potential customers before sales are made. Credit risk is managed by close attention to credit control procedures
Liquidity risk
The company faces to the market price pressure from competitors. The company actively manages its working capital requirements to ensure it has sufficient funds for its operations. The company is funded by the larger group if necessary.
Employee consultation and communications
Consultation with employees or their representatives has continued at all levels, with the aim of ensuring that their views are taken into account when decisions are made that are likely to affect their interests and that all employees are aware of the financial and economic performance of their business units and of the Company as a whole. Communication with all employees continues through regular briefing of employees at all levels, publication of in-house information bulletins, holding of site-based communication meetings and formal arrangements with recognised professional bodies.
Disabled persons
The Company has a policy of giving every consideration to applications for employment from disabled persons where the requirements of the job may be adequately covered by those persons. With regard to existing employees who are or have become disabled, the Company has continued to examine ways and means of providing continuing employment under normal terms and conditions and to provide training and career development wherever possible
BALDWINS HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 3 -
Other information and explanations
The Company or its subsidiaries have acquired the following businesses in the year up to 30 June 2018, details are set out in the notes to the financial statements:
Rice & Co
Pullan Barnes Limited
Campbell Dallas
Springfords
Davies Mayers, Barnett
Barnett DM Limited
Potter Baker
Sinclair Scott
Gittins
The company has directly acquired the trade and certain assets of the following entities such that these companies now trade as Baldwins Holdings Limited:
Cassons Business Advisors LLP
Smith Hodge & Baxter
Rawlinsons Limited and its subsidiaries, Resolve Cambridge Limited and Resolve London Limited
DHJH LLP
All acquisitions are businesses who provide accountancy and taxation services in the United Kingdom.
The Baldwins group of companies continue to acquire businesses that contribute to the Cogital group’s strategic goal to become a leading international financial services group. Subsequent acquisitions are set out in the directors report.
As part of a wider restructuring which took place on 1 July 2019 the majority of the trading activity within the Baldwins' group of companies resulted in the transfer of the trade and net assets of the company's subsidiaries to the company. The company's future principal activity will be that of a trading entity.
Mr S Knight
Director
5 November 2019
BALDWINS HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2018
- 4 -
The directors present their annual report and financial statements for the year ended 30 June 2018.
Principal activities
The principal activit
ies
of the company continued to be that of a
h
olding
c
ompany
for the Baldwins group of companies who provide accountancy and taxation services and additionally from 1 July 2018 the direct provision of accountancy and taxation services in the United Kingdom.
Review of the business
During the year, the company acquired the minority shareholdings of a number of Baldwins subsidiaries for total consideration of £254,847. The consideration was satisfied by the transfer of 4,014 A Ordinary shares and 250,833 preference shares in the ultimate parent company, Cogital TopCo Limited.
On 15 December 2017, the company acquired the trade, ongoing client engagements and certain assets of Cassons Business Advisors LLP and Cassons Associates ("Cassons") for consideration of £4,822,625 including direct attributable costs, of which £1,560,000 gross consideration has been deferred and recorded at its present value of £1,500,000 in line with applicable standards.
On 4 February 2018, the company acquired the trade, ongoing client engagements and certain assets of Smith, Hodge & Baxter Chartered Accountants, Tax and Business Advisors ("SHB") for consideration of £2,274,112 including direct attributable costs, of which £703,000 gross consideration has been deferred and recorded at its present value of £676,000 in line with applicable standards.
On 7 February 2018, the company acquired the trade, ongoing client engagements and certain assets of Rawlinsons Limited and its subsidiaries ("Rawlinsons") for consideration of £4,770,742 including direct attributable costs of £87,107. £421,500 gross consideration has been deferred and recorded at its present value of £405,000 in line with applicable standards. The company also acquired the share capital of certain Rawlinson subsidiaries and at the point of acquisition transferred the trade of these subsidiaries to the company. Consequently the amounts paid have been included within goodwill.
On 1 June 2018, the company acquired the trade, ongoing client engagements and certain assets of DHJH Accountants ("DHJH") for total consideration of £904,488 including direct attributable costs of £16,134. £251,548 gross consideration has been deferred and recorded at its present value of £244,198 in line with applicable standards.
The company also acquired the share capital of Barnett DM Limited on 27 October 2017 and incorporated two further subsidiaries during the year.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr J Baldwin
Mr D Baldwin
Mr S N Southall
Mr S Knight
Mr W Payne
(Appointed 28 September 2018)
Results and dividends
The results for the year are set out on page 10.
BALDWINS HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 5 -
Dividends were paid in respect of the ordinary shares of £NIL (2017: £735,072).
Dividends were paid in respect of the A ordinary shares amounting to £NIL (2017: £58,311).
Dividends were paid in respect of the B ordinary shares amounting to £NIL (2017: £58,328).
Dividends were paid in respect of the C ordinary shares amounting to £NIL (2017: £148,306).
There were no dividends paid or proposed in respect of the year ended 30 June 2018.
The directors do not recommend payment of a final dividend.
Future developments
The company expects to continue to act as a holding company of the Baldwin's group of companies and to act as a trading company for the provision of accountancy and taxation services in the United Kingdom.
Auditor
In accordance with the company's articles, a resolution proposing that Ernst & Young LLP be reappointed as auditor of the company will be put at a General Meeting.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors have obtained a letter of support from the company's ultimate parent, thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
BALDWINS HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 6 -
Subsequent events
On 13 July 2018 the company acquired the trade and ongoing client engagements of The Fish Partnership Accountants.
On 3 August 2018 the company acquired the trade and ongoing client engagements of Dental Business Solutions.
On 31 August 2018 the company acquired the trade and ongoing client engagements of Wilkins Kennedy LLP and its businesses, WK Corporate Finance LLP, Wilkins Kennedy FKC Limited, WK Business Solutions Limited, Wilkins Kennedy Accountancy Limited and WK Finance LLP.
On 31 January 2019 the company acquired the trade and ongoing client engagements of Booth Ainsworth LLP.
On 8 March 2019 the company acquired the trade and assets and the whole of the share capital of The Capital Allowances Partnership Limited.
On 15 April 2018 the company acquired the trade and ongoing client engagements of B&A Associates and the whole of the share capital of Broomfield & Alexander Limited.
On 3 May 2019 the company acquired the trade and ongoing client engagements of Scott Moncrieff.
On 7 May 2019 the company acquired the trade and ongoing client engagements of Montpelier Professional (Lancs) Limited.
On 5 July 2019 the company acquired the trade and ongoing client engagements of Kelsall Steele Limited.
On 5 July 2019 the company acquired the shares, trade and ongoing client engagements of Perrins Limited.
On 26 July 2019 the company acquired the trade and ongoing client engagements of Treasury Accounting.
On 26 July 2019 the company acquired the trade and ongoing client engagements of Rothmans (East2 LLP and East1 Audit LLP).
On 2 August 2019 the company acquired the trade and ongoing client engagements of the firm of Williamson & Dunn Chartered Accountants.
On 19 August 2019 the company acquired the trade and ongoing client engagements of MCA Business Limited and MCA Business Services Limited.
On 11 September 2019 the company acquired the shares, trade and ongoing client engagements of Gardners Accountants Limited.
On 30 September 2019 the company acquired the trade and ongoing client engagements of Michael Gale & Co Limited.
As noted in the Strategic Report, on 1 July 2019 the trade and net assets of certain of the company's subsidiaries were transferred to the company.
On behalf of the board
Mr S Knight
Director
5 November 2019
BALDWINS HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2018
- 7 -
The directors are responsible for preparing the annual 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 Accountancy 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 and then apply them consistently;
• state whether applicable UK accounting standards have been followed, subject to any material departures
disclosed and explained in the financial statements;
• 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 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.
BALDWINS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BALDWINS HOLDINGS LIMITED
- 8 -
Opinion
We have audited the financial statements of Baldwins Holdings Limited (the ‘company’) for the year ended 30 June 2018 which comprise the Profit and Loss Account, the Balance Sheet, the Statement of comprehensive income, the Statement of changes in equity and the related notes 1 to 26, 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 FRS 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 30 June 2018 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.
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
.
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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit
:
-
the information given in the strategic report and the directors' r
eport for the financial year for which the financial statements are prepared is consistent with the financial statements
; and
-
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
BALDWINS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BALDWINS HOLDINGS LIMITED
- 9 -
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 identifie
d
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 directors'
r
esponsibilities
s
tatement, 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: http://www.frc.org.uk/auditorsresponsibilities
.
This description forms part of our auditor’s 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.
Andrew Merrick (Senior Statutory Auditor)
for and on behalf of Ernst & Young LLP
7 November 2019
Statutory Auditor
One Colmore Square
Birmingham
B4 6HQ
BALDWINS HOLDINGS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2018
- 10 -
2018
2017
Notes
£
£
Turnover
3
4,139,468
-
Administrative expenses
(5,961,915)
(835,746)
Other operating income
1,467
-
Operating loss
4
(1,820,980)
(835,746)
Income from shares in group undertakings
7
-
3,500,000
Interest receivable and similar income
7
-
70,907
Interest payable and similar expenses
8
(1,928,114)
(439,548)
Amounts written off investments
9
(791,317)
-
(Loss)/profit before taxation
(4,540,411)
2,295,613
Tax on (loss)/profit
10
-
-
(Loss)/profit for the financial year
(4,540,411)
2,295,613
The Profit And Loss Account has been prepared on the basis that all operations are continuing operations.
BALDWINS HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2018
- 11 -
2018
2017
£
£
(Loss)/profit for the year
(4,540,411)
2,295,613
Other comprehensive income
-
-
Total comprehensive income for the year
(4,540,411)
2,295,613
BALDWINS HOLDINGS LIMITED
BALANCE SHEET
AS AT
30 JUNE 2018
30 June 2018
- 12 -
2018
2017
Notes
£
£
£
£
Fixed assets
Goodwill
12
10,573,985
-
Tangible assets
13
331,644
-
Investments
14
16,324,433
16,428,949
27,230,062
16,428,949
Current assets
Debtors
17
79,788,946
52,987,225
Cash at bank and in hand
2,914,288
250
82,703,234
52,987,475
Creditors: amounts falling due within one year
18
(61,536,244)
(16,881,466)
Net current assets
21,166,990
36,106,009
Total assets less current liabilities
48,397,052
52,534,958
Creditors: amounts falling due after more than one year
19
(3,835,621)
(3,433,116)
Net assets
44,561,431
49,101,842
Capital and reserves
Called up share capital
22
993,828
993,828
Share premium account
45,323,341
45,323,341
Profit and loss reserves
(1,755,738)
2,784,673
Total equity
44,561,431
49,101,842
The financial statements were approved by the board of directors and authorised for issue on 5 November 2019 and are signed on its behalf by:
Mr S Knight
Director
Company Registration No. 06365189
BALDWINS HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2016
993,825
-
1,489,077
2,482,902
Year ended 30 June 2017:
Profit and total comprehensive income for the year
-
-
2,295,613
2,295,613
Issue of share capital
22
3
45,323,341
-
45,323,344
Dividends
11
-
-
(1,000,017)
(1,000,017)
Balance at 30 June 2017
993,828
45,323,341
2,784,673
49,101,842
Year ended 30 June 2018:
Loss and total comprehensive income for the year
-
-
(4,540,411)
(4,540,411)
Balance at 30 June 2018
993,828
45,323,341
(1,755,738)
44,561,431
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
- 14 -
1
Accounting policies
Company information
Baldwins Holdings Limited is a
private
company
limited by shares
incorporated in England and Wales.
The registered office is
Churchill House, 59 Lichfield Street, Walsall, West Midlands, WS4 2BX.
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.
The financial statements have been prepared under the historical cost convention
in Great British Pounds which is the functional currency, and rounded to the nearest £
. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares
publicly available consolidated financial statements
, including this company,
which are
intended to give a true and fair view of the assets, liabilities,
financial position and profit or loss
of the group
.
T
he company has
therefore
taken advantage of
e
xemptions from the following disclosure requirements:
- Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares;
- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
-
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’
:
Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument;
basis
of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income
;
-
Section 26 ‘Share based Payment’
:
Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements
;
-
Section 33 ‘Related Party Disclosures’
:
Compensation for key management personnel
.
The company has taken advantage of the exemption under section 400 of the
Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group
.
Baldwins Holdings Limited is a wholly owned subsidiary of Baldwins Bidco Limited and the results of Baldwins Holdings Limited are included in the consolidated financial statements of Cogital Topco Limited which are available from 2 Babmaes Street, (1st Floor), St James, London, SW1Y 6HD.
1.2
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors have obtained a letter of support from the company's ultimate parent, thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
true
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
1
Accounting policies
(Continued)
- 15 -
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts and settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Where revenue recognised exceeds the amount billed, this amount is included within
d
ebtors.
Contingent fee's are only recognised when the contingent event has been completed.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to hourly staff rates, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.
1.4
Intangible fixed assets - goodwill
Intangible assets acquired separately are capitalised at cost. Intangible assets acquired as part of an acquisition of a business are capitalised separately if the fair value can be measured reliably at initial recognition. Subsequently, intangible assets are stated at cost less accumulated amortisation and impairment. Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a straight line basis over its expected life, which is
10
years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:
Leasehold improvements
Over the term of the lease
Plant and machinery
20% straight line
Fixtures, fittings & equipment
15% straight line
Motor vehicles
25% 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
.
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
1
Accounting policies
(Continued)
- 16 -
1.6
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
The investments are assessed for impairment at each reporting date
and
any
impairment
losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company
. Control is
the power to govern the financial and operating policies of
the
entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities
.
1.7
Impairment of fixed assets
At each reporting
period
end date, the
company
reviews the carrying amounts of its tangible
and intangible 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.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit)
in
prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.8
Cash at bank and in hand
Cash at bank and in hand
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.
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
1
Accounting policies
(Continued)
- 17 -
1.9
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 balance sheet 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 debtors 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.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those
held
at
fair value through profit and loss
, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected.
If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when
the company
transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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.
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
1
Accounting policies
(Continued)
- 18 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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 payments 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 creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts 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 creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts,
are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are
s
ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as
being measured at
fair value though profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations
expire or are discharged or cancelled.
1.10
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.11
Derivatives
Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.
A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.
1.12
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 unbilled revenue or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
1
Accounting policies
(Continued)
- 19 -
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are recognised in profit or loss as they fall due.
1.14
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit & loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed.
2
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 amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The key judgment applied is in relation to revenue recognition.
In the process of applying the ‘Revenue recognition’ policy described in note 1, management, in determining revenue on client assignments, have made certain estimates as to the stage of completion of those assignments. Management estimates the remaining time and external costs to be incurred in completing the assignments and the client’s willingness and ability to pay for the services provided. A different assessment of the outturn on an assignment may result in a different value being determined for revenue and a different carrying value being determined for unbilled revenue for client work.
3
Turnover and other revenue
Other significant revenue
Interest income
436
Dividends received
-
3,500,000
4
Operating loss
2018
2017
Operating loss for the year is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
250,000
91,750
Depreciation of owned tangible fixed assets
31,223
-
Amortisation of intangible assets
478,298
-
Operating lease charges
135,006
-
Fees payable to the company's auditor is for the audit of the company and the company's subsidiaries.
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 20 -
5
Employees
With effect from 6th April 2018 the employment of all individuals within the Baldwins Holdings Limited group were transferred to Baldwins Holdings Limited. From that date, the company recharged its subsidiaries the equivalent to the staff cost had the individuals been employed by the entity to whom their services were principally provided.
The total number of employees of the Baldwins group of companies at the year end was 1,810.
The note below relates solely to the employees who worked directly for the company during the year.
2018
2017
Number
Number
156
4
Their aggregate remuneration comprised:
2018
2017
£
£
Wages and salaries
3,518,224
608,956
Social security costs
324,233
78,897
Pension costs
104,249
-
3,946,706
687,853
6
Directors' remuneration
2018
2017
£
£
Remuneration for qualifying services
700,000
653,416
Remuneration disclosed above include the following amounts paid to the highest paid director:
2018
2017
£
£
201,665
173,646
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 21 -
7
Interest receivable and similar income
2018
2017
£
£
Interest income
Interest on bank deposits
-
436
Other income from investments
Other investment income
-
70,471
Total income excluding fixed asset investments
-
70,907
Income from fixed asset investments
Income from shares in group undertakings
-
3,500,000
Total income
-
3,570,907
8
Interest payable and similar expenses
2018
2017
£
£
Interest paid on other loans
-
155,748
Interest on finance leases and hire purchase contracts
739
-
Interest payable to group undertakings
1,811,570
83,382
Other interest on financial liabilities
-
181,257
Unwinding of discount on deferred consideration
115,805
-
Other interest
-
19,161
1,928,114
439,548
9
Amounts written off investments
fixed asset investments
2018
2017
£
£
Impairment of investment
(791,317)
-
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 22 -
10
Taxation
The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2018
2017
£
£
(Loss)/profit before taxation
(4,540,411)
2,295,613
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 19.00% (2017: 19.00%)
(862,678)
436,166
Tax effect of expenses that are not deductible in determining taxable profit
-
2,064
Group relief
862,678
244,270
Dividend income
-
(682,500)
Taxation charge for the year
-
-
The changes to the main rate of corporation tax for UK companies announced in the Summer Finance Bill 2016 were substantively enacted for financial reporting purposes on 6 September 2016. The main changes in corporation tax rates, that will have accounting implications for deferred tax, are as follows:
11
Dividends
2018
2017
£
£
Interim paid
-
1,000,017
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 23 -
12
Intangible fixed assets
Goodwill
£
Cost
At 1 July 2017
-
Additions - separately acquired
11,052,283
At 30 June 2018
11,052,283
Amortisation and impairment
At 1 July 2017
-
Amortisation charged for the year
478,298
At 30 June 2018
478,298
Carrying amount
At 30 June 2018
10,573,985
At 30 June 2017
-
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
12
Intangible fixed assets
(Continued)
- 24 -
On 15 December 2017, the company acquired the trade, ongoing client engagements and certain assets of Cassons Business Advisors LLP and Cassons Associates ("Cassons") for total consideration of £4,822,625 including directly capitalised costs of £22,625. £1,560,000 of the gross consideration has been deferred and recorded at its present value of £1,500,000 in line with applicable standards.
On 4 February 2018, the company acquired the trade, ongoing client engagements and certain assets of Smith, Hodge & Baxter Chartered Accountants, Tax and Business Advisors ("SHB") for total consideration of £2,274,112 including directly capitalised costs of £105,627. £805,000 of the gross consideration has been deferred and recorded at its present value of £777,000 in line with applicable standards.
On 7 February 2018, the company acquired the trade, ongoing client engagements and certain assets of Rawlinsons Limited and its subsidiaries ("Rawlinsons") for total consideration of £4,770,742 including directly capitalised costs of £87,107. £893,000 of the gross consideration has been deferred and recorded at its present value of £877,000 in line with applicable standards. The company also acquired the share capital of certain Rawlinson subsidiaries and at the point of acquisition transferred the trade of these subsidiaries to the company. Consequently the amounts paid have been included within goodwill.
On 1 June 2018, the company acquired the trade, ongoing client engagements and certain assets of DHJH Accountants ("DHJH") for total consideration of £904,488 including directly capitalised costs of £16,134. £251,548 of the gross consideration has been deferred and recorded at its present value of £244,198 in line with applicable standards.
Cassons
SHB
Rawlinsons
DHJH
Total
Fixed assets
-
20,000
25,000
1
45,001
Other debtors
960,499
268,986
700,082
49,861
1,979,428
Office reinstatement provision
(192,000)
(64,000)
(128,000)
(32,000)
(416,000)
768,499
224,986
597,082
17,862
1,608,429
Consideration
4,762,244
2,246,902
4,754,428
897,138
12,660,712
Goodwill
3,993,745
2,021,916
4,157,346
879,276
11,052,283
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 25 -
13
Tangible fixed assets
Leasehold improve-ments
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 July 2017
-
-
-
-
-
Additions
25,000
60,313
56,397
221,157
362,867
At 30 June 2018
25,000
60,313
56,397
221,157
362,867
Depreciation and impairment
At 1 July 2017
-
-
-
-
-
Depreciation charged in the year
-
8,152
7,462
15,609
31,223
At 30 June 2018
-
8,152
7,462
15,609
31,223
Carrying amount
At 30 June 2018
25,000
52,161
48,935
205,548
331,644
At 30 June 2017
-
-
-
-
-
£45,001 of the additions relate to acquisitions.
14
Fixed asset investments
2018
2017
Notes
£
£
Investments in subsidiaries
15
16,324,354
16,428,870
Investments in associates
16
79
79
Total costs and net book value
16,324,433
16,428,949
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
14
Fixed asset investments
(Continued)
- 26 -
During the year, the company acquired the minority shareholdings of a number of Baldwins subsidiaries for total consideration of £254,847. The consideration was satisfied by the transfer of 4,014 A Ordinary shares and 250,833 preference shares in the ultimate parent company, Cogital TopCo Limited. The company has recorded the acquisition of the minority shareholdings as an increase in the cost of investment.
On 12 July 2017, the company incorporated Baldwins (Hetton-Le-Hole) Limited and subscribed to a share capital of 1 Ordinary share for consideration of £1.
On 25 July 2017, the company incorporated Baldwins (Acquisition1) Limited (initially renamed as Davies Mayers Barnett Limited and then as Baldwins (Cheltenham) Limited) and subscribed to a share capital of 1 Ordinary share for consideration of £1 for the purpose of acquiring the trade and assets of Davies Mayers Barnett LLP on 27 October 2017.
On 27 October 2017, the company acquired the whole of Barnett DM Limited share capital of 7 Ordinary shares for consideration of £394,261. An impairment provision for £394,261 has been made during the year.
The company has recorded a total impairment of £789,291 which has been established following a review of the fair value of each subsidiary entity prepared in anticipation of the post year end transfer of trade and net assets of the majority of the company's subsidiaries into the company.
Movements in fixed asset investments
Shares in group undertakings and participating interests
£
Cost
At 1 July 2017
16,428,949
Additions
684,775
At 30 June 2018
17,113,724
Impairment
At 1 July 2017
-
Impairment losses
789,291
At 30 June 2018
789,291
Carrying amount
At 30 June 2018
16,324,433
At 30 June 2017
16,428,949
15
Subsidiaries
Details of the company's subsidiaries and undertakings at 30 June 2018 are as follows:
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
15
Subsidiaries
(Continued)
- 27 -
Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Baldwins (Wolverhampton) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Baldwin Turner Peachy Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Ashby) Ltd
England
Accountancy and Taxation services
Ordinary
90.00
Baldwins (Bridgnorth) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Coventry) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Crook) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Derby) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Dursley) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Evesham) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Gloucester) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Guisborough) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Hexham) Limited *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Jesmond) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Leamington) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (North East) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Nottingham) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Nuneaton) Ltd
England
Non-trading
Ordinary
100.00
Baldwins (Oswestry) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Seaton Burn) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Portobello) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Shrewsbury) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Stourbridge) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Tamworth) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Telford) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Walsall) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
15
Subsidiaries
(Continued)
- 28 -
Baldwins (Welshpool) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Worcester) Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Wynyard) Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins Corporate Finance Ltd
England
Corporate finance services
Ordinary
100.00
Baldwins Corporate Services Ltd
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins McCranor Ltd
England
Non-trading
Ordinary
100.00
Baldwins Restructuring & Insolvency Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins Technology Solutions Limited
England
IT Support
Ordinary
100.00
Baldwins (Bicester) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Clark Howes Auditing Solutions Limited
England
Accountancy and Taxation services
Ordinary
100.00
Clark Howes Business Services Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Clark Howes Group Limited
England
Accountancy and Taxation services
Ordinary
100.00
Clark Howes Ltd *
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (North West) Limited
England
Accountancy and Taxation services
Ordinary
100.00
CLB Coopers Services Ltd *
England
Non-trading
Ordinary
100.00
Cotswold Accountancy Ltd *
England
Non-trading
Ordinary
95.00
Cox Jerome Group Ltd *
England
Non-trading
Ordinary
100.00
Cox Jerome Taxation & Accountancy Ltd *
England
Non-trading
Ordinary
100.00
Baldwins (West Country) Limited
England
Non-trading
Ordinary
100.00
Fox Evans Ltd *
England
Non-trading
Ordinary
100.00
Baldwins (Cardiff) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Minshalls Ltd *
England
Non-trading
Ordinary
100.00
Baldwins (Witney) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins Payestaff Limited *
England
Accountancy and Taxation services
Ordinary
100.00
Taylor Rowlands Ltd *
England
Non-trading
Ordinary
100.00
Baldwins (Alnwick) Limited*
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Advantage) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Yarm) Limited*
England
Non-trading
Ordinary
100.00
Baldwins (Kettering) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Cannock) Limited
England
Accountancy and Taxation services
Ordinary
100.00
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
15
Subsidiaries
(Continued)
- 29 -
Campbell Dallas (Debt Solutions) Ltd*
Scotland
Provision of Debt Arrangement Scheme in Scotland
Ordinary
100.00
Campbell Dallas Limited
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Hetton-Le-Hole) Limited*
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Cheltenham) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Barnett DM Limited*
England
Accountancy and Taxation services
Ordinary
100.00
Rawlinsons Limited
England
Accountancy and Taxation services
Ordinary
100.00
Rawlinsons Payroll and HR Limited*
England
Non-trading
Ordinary
100.00
Resolve Cambridge Limited*
England
Non-trading
Ordinary
100.00
Resolve London Limited*
England
Non-trading
Ordinary
100.00
Gittins Limited*
England
Non-trading
Ordinary
100.00
Campbell Dallas (South West) Limited*
Scotland
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Stevenage) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Group Property Holdings Limited
England
Non-trading
Ordinary
100.00
Baldwins (Acquisition 2) Limited
England
Accountancy and Taxation services
Ordinary
100.00
Baldwins (Acquisition 3) Limited
England
Accountancy and Taxation services
Ordinary
100.00
* represents investments that are held indirectly.
The registered office of all subsidiaries with the exception of the companies incorporated in Scotland is Churchill House, 59 Lichfield Street, Walsall, WS4 2BX. The registered office of the companies incorporated in Scotland is Titanium 1 Kings Inch Place, Renfrew, PA4 8WF.
16
Associates
Details of the company's associates at 30 June 2018 are as follows:
Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Group Audit Services Limited
England
Accountancy and Taxation services
Ordinary
49.00
0
Group Wills and Probate Services Limited
England
Probate services
Ordinary
5.00
0
The registered office of all associates is Churchill House, 59 Lichfield Street, Walsall, WS4 2BX.
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
- 30 -
17
Debtors
2018
2017
Amounts falling due within one year:
£
£
Trade debtors
1,516,468
-
Gross amounts due from contract customers
2,444,967
-
Corporation tax recoverable
369,419
369,419
Amounts due from group undertakings
74,774,983
49,074,892
Other debtors
305,263
3,535,914
Prepayments and accrued income
377,846
7,000
79,788,946
52,987,225
18
Creditors: amounts falling due within one year
2018
2017
Notes
£
£
Bank loans and overdrafts
20
-
1,822,047
Other borrowings
20
52,112,436
11,418,882
Trade creditors
588,069
-
Amounts due to group undertakings
2,059,330
1,161,937
Amounts due to associated undertakings
-
30
Other taxation and social security
1,716,581
169,581
Other creditors
4,040,307
2,058,434
Accruals and deferred income
1,019,521
250,555
61,536,244
16,881,466
19
Creditors: amounts falling due after more than one year
2018
2017
£
£
Deferred consideration
3,835,621
3,433,116
20
Loans and overdrafts
2018
2017
£
£
Bank overdrafts
-
1,822,047
Other loans
52,112,436
11,418,882
52,112,436
13,240,929
Payable within one year
52,112,436
13,240,929
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2018
20
Loans and overdrafts
(Continued)
- 31 -
Other loans represents amount due to Cogital Group companies. The balance is repayable on demand and incurs interest at 4.75%.
21
Retirement benefit schemes
2018
2017
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
104,249
-
The company operates a defined contribution pension scheme for all qualifying employees.
The assets of the scheme are held separately from those of the company in an independently administered fund.
22
Share capital
2018
2017
£
£
Ordinary share capital
Issued and fully paid
592,803 Ordinary of £1 each
592,803
592,803
825 Ordinary 'A' non-voting of £1 each
825
825
385,000 Ordinary 'B' non-voting of £1 each
385,000
385,000
15,200 Ordinary 'C' of £1 each
15,200
15,200
993,828
993,828
23
Financial commitments, guarantees and contingent liabilities
In 2016 the company gave security to the bankers of the Baldwins Holdings Limited group of companies by way of a group cross guarantee supported by a debenture over the whole of the company's assets.
24
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases relating to property, which fall due as follows:
2018
2017
£
£
Within one year
249,040
-
Between two and five years
865,717
-
In over five years
477,600
-
1,592,357
-
25
Related party transactions
BALDWINS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
25
Related party transactions
(Continued)
- 32 -
In the normal course of business the company has a number of transactions with companies that are part of the Baldwins group of companies and are exempt from disclosing balances with wholly owned group companies. This includes intercompany recharges, management recharges and sales and purchases between these related parties made at market prices. Outstanding balances are unsecured, interest free and cash settlement is expected in line with normal trading terms.
The company has the following debtor/(creditor) balances with companies that are not wholly owned by the group:
Baldwins (Ashby) Limited £177,312 (2017 - £791,552)
Baldwins Audit Services Limited £934,726 (2017 - £39,093)
26
Ultimate controlling party
The immediate parent company is
Baldwins Bidco Limited
, a company registered in
Jersey
.
The smallest
and largest group
in which the company is consolidated, is Cogital Topco Limited. Copies of the group financial statements can be obtained at
2 Babmaes Street, (1st Floor), St James, London, SW1Y 6HD
.
T
he ultimate controlling company is Hg Capital 7 Nominees Limited, a company registered in England and Wales.
2018-06-30
2017-07-01
false
CCH Software
CCH Accounts Production 2019.301
Mr J Baldwin
Mr D Baldwin
Mr S Knight
Mr W Payne
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Mr S N Southall
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