Registration number:
for the
Year Ended
Optalis Holdings Limited
Contents
Company Information |
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Directors' Report |
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Strategic Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Profit and Loss Account |
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Consolidated Balance Sheet |
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Balance Sheet |
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Consolidated Statement of Changes in Equity |
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Statement of Changes in Equity |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
Optalis Holdings Limited
Company Information
Directors |
D M Coppinger J A S Halsall A P Johnson J S Kaiser S K Parsonage D C Sharkey |
Registered office |
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Bankers |
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Auditors |
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Optalis Holdings Limited
Directors' Report for the Year Ended 31 March 2021
The directors present their report and the for the year ended 31 March 2021.
Directors of the company
The directors who held office during the year were as follows:
Employment of disabled persons
The group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for each disabled person. Arrangements are made, wherever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities.
Employee involvement
The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.
Information on matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.
Disclosure of information to the auditor
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 auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Reappointment of auditors
Hazlewoods LLP have expressed their willingness to continue in office.
Approved by the
Director
Optalis Holdings Limited
Strategic Report for the Year Ended 31 March 2021
The directors present their strategic report for the year ended 31 March 2021.
Principal activity
The principal activity of the company is that of a holding company. The principal activity of the group is the provision of a variety of care and support services to adults with a disability and older people.
Fair review of the business
The results for the year, which are set out in the profit and loss account, show turnover of £45,613,176 (2020 - £46,826,416) and a loss before taxation of £nil (2020 - £4,291). At 31 March 2020, the group had net assets of £326,598 (2020 - £327,091). The directors of the group consider that the financial position at the year end is satisfactory.
Given the nature of the business, the group's directors are of the opinion that key performance indicators are important. The group uses a number of indicators to monitor and improve development and performance of the position of the business. Indicators are reviewed and altered to meet changes both in 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 of the group.
Future developments
The external commercial environment is expected to remain competitive going forward. However, the directors remain confident and presently see no reason why the group should not be able to improve its current level of performance in the future.
Principal risks and uncertainties
The management of the business and the execution of the group's strategy are subject to a number of risks. The key business risks and uncertainties affecting the group are considered to relate to the continued provision of adequate government funding and the ongoing compliance with current and future legislation affecting the sector.
Financial instruments
Objectives and policies
The directors constantly monitor the group's trading results and revise projections as appropriate to ensure that the group can meet its future obligations as they fall due.
Price risk, credit risk, liquidity risk and cash flow risk
The business's principal financial instruments comprise bank balances, trade debtors and trade creditors. The main purpose of these instruments is to finance the business's operations.
The financial results reflect the transfer of the pension scheme liability related to former Council employees that are members of the Berkshire Local Government Pension Scheme (LGPS) and who transferred to the group in June 2011. The group has been given a guarantee by the Council that the LGPS's administrators are indemnified by the Council against any shortfall of payments of pension contributions and associated pension liabilities. In addition, WBC and RBWM will support the cash balances of the company whilst it remains a subsidiary of the Councils.
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.
Trade creditor liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. The business manages the liquidity risk by ensuring that there are sufficient funds to meet the payments.
Optalis Holdings Limited
Strategic Report for the Year Ended 31 March 2021
Section 172 statement
The Board welcomes the reporting requirement as an opportunity to explain how it interacts with its stakeholders.
By working collaboratively with our shareholders and our people, and obtaining regular feedback from the Group’s many stakeholders, the Board believes that Optalis is well positioned to respond to the changing nature of being an Adult Social Care provider.
We are embarking on a period of change involving an ambitious transformation programme to deliver on our vision to fulfil the potential of every customer, colleague, and community we work with.
Our mission to be a resilient, efficient, and sustainable Social Care Group capable of delivering high quality, innovative services to our customers, delivered by passionate and skilled staff, remains at the heart of everything we do.
Our Core Values are: Customer service; Respect; Transparency and Integrity; Communication; Continuous development; Enjoyable and rewarding.
Strategy
Introduction
Optalis occupies a unique position in the UK as a jointly-owned local authority trading company (LATC) delivering the widest range of adult social care services, covering regulated and non-regulated care across two boroughs in Berkshire, as well as the provision of full statutory and safeguarding functions for one of our shareholders.
This unique position gives us the opportunity to work in close collaboration with our shareholders to develop an innovative, sustainable business inspired by our customers and founded on our vision of fulfilling the potential of every customer, colleague and community we work with. Our strategy has been built around and reflects the following themes:
• local priorities, with particular focus on delivering safe and high-quality services in a way which provides local taxpayers with good value for money
• national priorities, including cross-sector lessons being learned from the 2020 pandemic
• stakeholder strategies
• input from customers and colleagues
Health and Social Care context
The health and social care landscape is undergoing major change, driven by a fundamental reform programme and the continuing prospect of a cross-party Parliamentary review of the social care sector, together with challenging economics and a re-alignment of commissioning routes, decision makers, and procurement methodologies.
Adult social care providers, local authorities and the NHS have and will continue to be adversely affected by current and future market conditions. In particular, the pre-pandemic challenges across the NHS to accommodate growth in demand, specifically from the older adult market whilst making efficiency savings, have already negatively impacted service delivery models, resulting in a predicted national £30billion gap between resources and patient need by 2030. The full additional impact of the pandemic on the NHS and current structural reorganisation is currently unquantifiable.
The pandemic has also challenged many existing assumptions about the value and future shape of the adult social care sector, creating an opportunity to reassess the type of services provided and the methods of delivering those services.
Optalis Holdings Limited
Strategic Report for the Year Ended 31 March 2021
Local context
Facing both east and west in Berkshire, our stakeholders include two councils, two political administrations, two Health and Wellbeing Boards, two CCGs, two Integrated Care Systems and one community health provider. Some of the specific opportunities and challenges include:
• Demographic changes in both boroughs which are likely to result in a steady annual increase in demand for Optalis services.
• Both shareholders have strategies for enabling residents to live safe and independent lives in their local communities for longer before seeking support from traditional adult social care services. This creates opportunities for Optalis to develop new pathways for delivering these strategic objectives.
• New services are likely to be required for customers who contract a severe form of Covid-19 and suffer long-term impairments as a result.
• As the demands around “place” grow in the Royal Borough, Optalis will play a major role in driving the integration of multiple services and stakeholders.
• To meet the growing demand around learning disabilities, there is a need for Optalis to work much more closely with Achieving for Children to improve the transition for customers between the two organisations.
• There is an exciting opportunity to develop new working relationships with the voluntary sector in each borough, in a way that will further embed Optalis within our local communities and create new ways of providing support for vulnerable adults across our area.
To manage this complexity, Optalis needs to have a flexible and agile approach as well as a clear sense of its own brand and value as a group. It is well placed to be the social care company of choice in east Berkshire.
As our services evolve to meet the challenges of the 2020s, including increasing levels of demand and expectation, we must create systems and processes that make dealing with Optalis easy, informative and engaging, as well as supporting prevention and delivering greater customer independence. We need to predict and meet demand, be viable, and differentiate ourselves in an increasingly competitive and challenging market. While public awareness of social care is improving, there is no leading brand or strategic innovation. We see technology as a key enabler to meet these challenges.
Attracting, supporting, retaining and developing talented people through their careers in social care is a major priority for Optalis. As the UK economy recovers from the impact of the pandemic over the next few years, the challenge of attracting and retaining the right calibre of staff is likely to increase, in parallel with the projected increases in demand for our services towards the middle of the decade. This will require a new People strategy at Optalis that reflects changing service needs, market pay rates and the increasing availability of technology-based solutions.
Our primary focus has always been to provide best in class services which reflect need and aspiration and to do that safely, every day. To do this we need to drive continuous improvements in the quality of our services.
Optalis Objectives
Everything we are doing to deliver our strategy is driven by the following six key objectives, underpinned by our vision, mission and core values.
• Customers - we will ensure our customers are involved in enhancing, developing and creating services that deliver the best possible experience.
• Shareholders - we will work collaboratively and transparently with our shareholders to deliver our contractual services in a way that is cost-effective and innovative.
• Staff - we will attract, support and develop people who are motivated, informed and inspired to provide a level of service demanded by our values.
• Efficiency - we will investigate innovation in all processes within Optalis, using new technology platforms where appropriate. We will work with partners to create value.
• Community - we will work with our shareholders and other local stakeholders to develop new pathways and early community interventions to enable customers to remain safely independent with dignity for longer.
• Quality - we will deliver safe, high quality and aligned services earlier to reduce escalation of need, cost and complexity.
Optalis Holdings Limited
Strategic Report for the Year Ended 31 March 2021
S172 Factor |
Examples |
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(A) - The likely consequences of any decision in the long term |
• Mission and core values |
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• Corporate Strategy |
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• Technology based service offerings |
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• Innovative care delivery models |
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• Succession planning |
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• Technology driven recruitment, on-boarding, and training |
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(B) - The interests of the group’s employees |
• Engagement surveys |
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• Employee recognition schemes |
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• Comprehensive qualification offering |
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• Keeping employees safe by supplying appropriate PPE |
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• Employee Assistance Programme |
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• Perkbox platform |
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• Mental Health support |
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• All-Hands events |
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(C) - The need to foster the group’s business relationships with suppliers, customers, and others |
• Strategic partnerships with agencies |
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• Customer-centric service planning |
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• Strong relationships with customers and their families |
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• Diversification of PPE suppliers |
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(D) - The impact of the group’s operations on the community and the environment |
• Supporting local charities through fund-raising events |
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• Key strategic partner in delivering community services |
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• Engagement with voluntary sector |
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• Corporate Social Responsibility |
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(E) - the desirability of the group maintaining a reputation for high standards of business conduct |
• Keeping staff and customers safe |
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• CQC compliance |
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• Fulfilling ‘Provider of Last Resort’ obligations |
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• Financial governance |
||
• Deliver value for money for RBWM & WBC residents |
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(F) - the need to act fairly as between members of the group. |
• Providing transparency to our shareholders |
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• Adhering to Shareholders’ Agreement |
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• Long-term decision making |
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• Partnership working with both Local Authorities |
Optalis Holdings Limited
Strategic Report for the Year Ended 31 March 2021
Engagement with employees
The Directors have worked hard during this financial year to ensure that employees remain well informed on Group matters in line with our strategic plan. Actions have included:
• Regular Senior Management visits to services and community events where permitted under covid restrictions
• Providing clear pathways for employees to obtain relevant Group information
• Clear protocols for managing Covid-19
• Appointing Mental Health champions
• Enhanced Employee Assistance Programme
• Chief Executive webcasts to all staff
• Business and financial reviews with service leads
• Pulse surveys
• All-hands events
Engagement with suppliers, customers and others in a business relationship with the Group
For Optalis to deliver on its strategic plan, it has engaged and fostered relationships with key stakeholders during the financial year. Actions include:
• Developing partnerships with agencies to ensure that care services have remained robustly resourced and ‘Provider of Last Resort’ obligations have been fulfilled
• Diversification of PPE supply chains to ensure continual supply and full compliance with PHE guidelines
• Providing pathways for client feedback
• Regular review of client care packages
• Enhanced liaison with Council members and Public Health consultants
• Attendance of National Care Forum meetings to share best practice
• Collaborative working with Local Authority commissioning teams
Streamlined energy and carbon reporting
Unit |
2021 |
2020 |
|
Scope 1 emissions (direct) |
tonnes CO2e |
25.57 |
71.95 |
Scope 2 emissions (indirect) |
tonnes CO2e |
274.33 |
272.19 |
Total Greenhouse Gas emissions |
tonnes CO2e |
299.90 |
344.14 |
Greenhouse gas emissions per employee |
tonnes CO2e |
0.48 |
0.52 |
Data is provided as tonnes of carbon dioxide equivalent (C02e) for all operations. Scope 1 and 2 emissions are from our sites and offices. The Group’s chosen intensity measure is emissions per employee. The report data has been collated internally and CO2e have been calculated using average prices per kwh of energy and price per litre of fuel taken from supplier invoices. CO2e has been calculated using the National Energy Foundation Carbon Calculator. We do not consider refrigerant losses on our air conditioning units to be material and as such these are not reported in our emissions data.
We have reported on the emissions sources required under The Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 apart from the exclusions noted. The reported sources fall within our Consolidated Financial Statements and are for emissions over which we have financial control. We do not have responsibility for any emissions sources that are not included in our consolidated statements.
Optalis is concerned about energy consumption and carbon emissions and wishes to utilise the mandatory SECR legislation to identify ways of saving energy and reduce on carbon emissions.
Approved by the
Director
Optalis Holdings 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 have 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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Optalis Holdings Limited
Independent Auditor's Report to the Members of Optalis Holdings Limited
Opinion
We have audited the financial statements of Optalis Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2021, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, 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 group's and the parent company's affairs as at 31 March 2021 and of the group's 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 group 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
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the company’s ability to continue as a going concern. For example, it is difficult to evaluate all of the potential implications of the current COVID-19 outbreak on the company’s trade, employees, customers, suppliers and the wider economy.
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.
Optalis Holdings Limited
Independent Auditor's Report to the Members of Optalis Holdings Limited
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. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page 8, 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 group’s and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the group and the parent 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
• |
the parent company 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. |
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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Optalis Holdings Limited
Independent Auditor's Report to the Members of Optalis Holdings Limited
Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISA's (UK).
In identifying and assessing risks of material misstatement in respect of fraud, including irregularities and non-compliance with laws and regulations our procedures included the following:
• We obtained an understanding of the legal and regulatory frameworks applicable to the company financial statements or that had a fundamental effect on the company's operations. We determined that the most significant laws and regulations included UK GAAP, UK Companies Act 2006 and taxation laws.
• We understood how the company is complying with those legal and regulatory frameworks by making inquiries of management, those responsible for legal and compliance procedures.
• We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
• Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
• Understanding how management considered and addressed the potential for override of controls. Detailed analysis of journals posted through the accounting system during the year to 31 March 2021 has been undertaken;
• Understanding the controls in place to prevent and detect fraud. Reliance was not placed on controls for the entirety of the audit, instead taking a substantive testing approach, however controls were in place to prevent fraud and they appeared to be working effectively.
• Challenging assumptions and judgements made by management in its significant accounting estimates.
A further description of our responsibilities is available 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
Optalis Holdings Limited
Consolidated Profit and Loss Account for the Year Ended 31 March 2021
Note |
2021 |
2020 |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Operating loss |
( |
( |
|
Other interest receivable and similar income |
|
|
|
Loss before tax |
- |
( |
|
Taxation |
( |
|
|
Loss for the financial year and total comprehensive income |
( |
- |
The above results were derived from continuing operations.
The group has no other comprehensive income for the year.
Optalis Holdings Limited
(Registration number: 08671532)
Consolidated Balance Sheet as at 31 March 2021
Note |
2021 |
2020 |
|
Fixed assets |
|||
Tangible assets |
|
|
|
Current assets |
|||
Debtors |
|
|
|
Cash at bank and in hand |
167,067 |
148,746 |
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets |
|
|
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Retained earnings |
|
|
|
Total equity |
|
|
Approved and authorised by the
Director
Optalis Holdings Limited
(Registration number: 08671532)
Balance Sheet as at 31 March 2021
Note |
2021 |
2020 |
|
Fixed assets |
|||
Investments |
|
|
|
Current assets |
|||
Debtors |
|
|
|
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets/(liabilities) |
- |
- |
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Total equity |
|
|
The company made a loss after tax for the financial year of £nil (2020 - loss of £nil).
Approved and authorised by the
Director
Optalis Holdings Limited
Consolidated Statement of Changes in Equity for the Year Ended 31 March 2021
Share capital |
Retained earnings |
Total |
|
At 1 April 2020 and at 31 March 2021 |
|
|
|
Loss for the year |
- |
( |
( |
At 31 March 2021 |
|
|
|
Share capital |
Retained earnings |
Total |
|
At 1 April 2019 and at 31 March 2020 |
|
|
|
Optalis Holdings Limited
Statement of Changes in Equity for the Year Ended 31 March 2021
Share capital |
|
At 1 April 2020 and at 31 March 2021 |
|
Share capital |
|
At 1 April 2019 and at 31 March 2020 |
|
Optalis Holdings Limited
Consolidated Statement of Cash Flows for the Year Ended 31 March 2021
Note |
2021 |
2020 |
|
Cash flows from operating activities |
|||
Loss for the year |
( |
- |
|
Adjustments to cash flows from non-cash items |
|||
Depreciation and amortisation |
|
|
|
Finance income |
( |
( |
|
Corporation tax expense |
|
( |
|
|
( |
||
Working capital adjustments |
|||
Increase in trade and other receivables |
( |
( |
|
Increase in trade and other payables |
|
|
|
Cash generated from operations |
|
( |
|
Corporation taxes paid |
- |
( |
|
Net cash flow from operating activities |
|
( |
|
Cash flows from investing activities |
|||
Interest received |
|
|
|
Acquisitions of property plant and equipment |
( |
( |
|
Net cash flows from investing activities |
( |
|
|
Net increase/(decrease) in cash and cash equivalents |
|
( |
|
Cash and cash equivalents at 1 April |
|
|
|
Cash and cash equivalents at 31 March |
167,067 |
148,746 |
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
General information |
The address of its registered office is:
The company is a private company limited by share capital, incorporated in England and Wales.
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 have been prepared in accordance with Financial Reporting Standard 102 - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
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.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March 2019 using the merger accounting method. Intra-group sales and profits are eliminated fully on consolidation.
The directors consider that the share for share exchange qualifies as a group reconstruction under section 611 of the Companies Act 2006, and have therefore prepared these consolidated financial statements using the merger accounting method.
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Going concern
The group relies on contracts with Wokingham Borough Council and the Royal Borough of Windsor and Maidenhead ('RBWM') to provide certain services to the Council. A contract was signed by WBC and Optalis on 15 January 2019 with the agreement to provide services for a period of 5 years with a commencement date on the contract of 3 April 2017. The RBWM contract commenced on 3 April 2017 and has a period of 10 years. The directors remain in close contact with Wokingham Borough Council who have confirmed that they will use reasonable endeavours to support Optalis Holdings Limited as a going concern as per the existing contractual arrangements. Therefore the directors consider that it is appropriate to prepare the accounts on a going concern basis.
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.
Revenue recognition
Turnover represents amounts chargeable in respect of the provision of social care services. Where the amount received relates to a period which covers the balance sheet date, that amount is apportioned over the period to which it relates.
The group 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 group's activities.
Revenue from services is recognised in the period in which the services are rendered.
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 change 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 consolidated financial statements and on unused tax losses or tax credits in the Group. 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.
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
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 |
Leasehold improvements |
Over the term of the lease |
Office equipment |
Over 3-5 years |
Motor vehicles |
Over 5 years |
Investments
Fixed asset investments are stated at historical cost less provision for any diminution in value.
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 cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the debtors.
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 group 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 group 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.
Defined benefit pension obligation
Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation.
The group has received a guarantee from Wokingham Borough Council and the Royal Borough of Windsor and Maidenhead Council that indemnifies the group against any shortfall of payments of pension contributions and associated pension liabilities. The group therefore has no effective liability and accounts for the scheme as a defined contribution scheme in the financial statements.
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Financial instruments
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.
Debt instruments like loans and other receivables and payables are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms of financed at a rate of interest that is not a market rate or in case of an outright short-term loan not at market rate, the financial asset or liability is measured, initially and subsequently, at the present value of future payments discounted at a market rate of interest for a similar debt instrument.
Financial assets and liabilities are offset and the net amount recognised in the statement of financial position when there is an 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.
If an impairment loss is subsequently reversed, the carrying amount of the asset or group of related assets is increased to the revised estimate of its recoverable amount, but not to exceed the amount that would have been determined had no impairment loss been recognised for the asset or group of related assets in prior periods. A reversal of an impairment loss is recognised immediately in profit or loss.
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Revenue |
The analysis of the group's revenue, which was generated wholly in the United Kingdom, for the year from continuing operations is as follows:
2021 |
2020 |
|
Rendering of services |
|
|
Operating profit |
Arrived at after charging
2021 |
2020 |
|
Depreciation expense |
|
|
Operating lease expense - property |
|
|
Operating lease expense - plant and machinery |
|
|
Auditor's remuneration - The audit of the group's annual accounts |
13,700 |
13,700 |
Auditor's remuneration - Non audit fees |
|
|
Other interest receivable and similar income |
2021 |
2020 |
|
Interest income on investments |
2,880 |
31,680 |
Staff costs |
Group
The aggregate payroll costs (including directors' remuneration) were as follows:
2021 |
2020 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Pension costs, defined contribution scheme |
7,200 |
7,670 |
Pension costs, defined benefit scheme |
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
2021 |
2020 |
|
Care workers |
|
|
Administration and support |
|
|
Brokerage |
|
- |
|
|
Company
The company incurred no staff costs and had no employees other than the directors.
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Directors' remuneration |
The directors' remuneration for the year was as follows:
2021 |
2020 |
|
Remuneration |
|
|
Contributions paid to money purchase schemes |
|
|
156,984 |
180,320 |
In respect of the highest paid director:
2021 |
2020 |
|
Remuneration |
|
|
Company contributions to money purchase pension schemes |
|
|
Auditors' remuneration |
2021 |
2020 |
|
Audit of these financial statements |
13,700 |
13,700 |
Other fees to auditors |
||
All other non-audit services |
|
|
Taxation |
Tax charged/(credited) in the profit and loss account
2021 |
2020 |
|
Current taxation |
||
UK corporation tax |
|
- |
UK corporation tax adjustment to prior periods |
- |
( |
493 |
(4,291) |
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2020 - lower than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2021 |
2020 |
|
Loss before tax |
- |
( |
Corporation tax at standard rate |
- |
( |
Increase (decrease) from tax losses for which no deferred tax asset was recognised |
- |
|
Tax increase (decrease) from effect of capital allowances and depreciation |
|
( |
Adjustments to brought forward values |
- |
( |
Total tax charge/(credit) |
|
( |
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Tangible assets |
Group
Leasehold improvements |
Office equipment |
Motor vehicles |
Total |
|
Cost |
||||
At 1 April 2020 |
|
|
|
|
Additions |
- |
|
- |
|
At 31 March 2021 |
|
|
|
|
Depreciation |
||||
At 1 April 2020 |
|
|
|
|
Charge for the year |
|
|
- |
|
At 31 March 2021 |
|
|
|
|
Carrying amount |
||||
At 31 March 2021 |
|
|
- |
|
At 31 March 2020 |
|
|
- |
|
Investments |
Company
2021 |
2020 |
|
Investments in subsidiaries |
|
|
Subsidiaries |
£ |
Cost and carrying amount |
|
At 1 April 2020 and at 31 March 2021 |
|
Details of undertakings
The company owns 100% of the ordinary share capital of Optalis Limited and Optalis Wokingham Limited, both companies registered in England and Wales. The principal activity of Optalis Limited is the provision of care activities for the elderly and disabled. The principal activity of Optalis Wokingham Limited is that of a dormant company.
Debtors |
Group |
Company |
||||
Note |
2021 |
2020 |
2021 |
2020 |
|
Trade debtors |
|
|
- |
- |
|
Amounts owed by related parties |
|
|
- |
- |
|
Other debtors |
|
|
|
|
|
Prepayments |
|
|
- |
- |
|
|
|
|
|
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Creditors |
Group |
Company |
||||
Note |
2021 |
2020 |
2021 |
2020 |
|
Due within one year |
|||||
Trade creditors |
|
|
- |
- |
|
Amounts due to related parties |
|
- |
|
|
|
Social security and other taxes |
|
|
- |
- |
|
Other creditors |
|
|
- |
- |
|
Accrued expenses |
|
|
- |
- |
|
Corporation tax liability |
493 |
- |
- |
- |
|
Deferred income |
|
|
- |
- |
|
|
|
|
|
Share capital |
Allotted, called up and fully paid shares
2021 |
2020 |
|||
No. |
£ |
No. |
£ |
|
|
|
50,100 |
|
50,100 |
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to
£
Defined benefit pension schemes
The trustees of the scheme hold the assets of the scheme, separately from those of the group. The group is responsible for the pensionable costs incurred post 6 June 2011 and its ultimate parent entity (Wokingham Borough Council) is responsible for the liabilities incurred pre that date in respect of the group's employees. However, the group is indemnified by WBC against liabilities arising under the scheme.
Therefore the scheme is accounted for as if it was a defined contribution scheme. The pension cost charge represents contributions payable by the group amounting to £1,233,044 (2020 - £1,362,355). The amounts outstanding at the year end were a debtor owed to the group of £nil (2020 - £14,543).
The contribution rate payable in the year by the group was 21.3% of pensionable salaries. Surpluses or deficits which arise in future valuations may impact upon the group's future contribution commitment. A formal triennial actuarial valuation occurred on 31 March 2013. The contribution rate from 1 April 2021 will be 20.5% (2020 - 21.2%).
Optalis Holdings Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Obligations under leases and hire purchase contracts |
Group
Operating leases
The total of future minimum lease payments is as follows:
2021 |
2020 |
|
Not later than one year |
|
|
Later than one year and not later than five years |
|
|
Later than five years |
|
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
Related party transactions |
Key management personnel are considered to be the directors of the company and key management personnel compensation is disclosed in note 7 to the financial statements.
During the year, the group received income of £6,733,300 (2020 - £7,896,372) from Wokingham Borough Council. At 31 March 2021, the amount owed from the group amounted to £342,935 (2020 - £266,387).
During the year, the group received income of £37,485,610 (2020 - £37,433,572) from the Royal Borough of Maidenhead and Windsor Council. At 31 March 2021, the amount owed to the group amounted to £5,520,643 (2020 - £3,514,181).
Parent and ultimate parent undertaking |
The most senior parent entity producing publicly available financial statements is