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Financial Statements for the Year Ended 31 March 2017 |
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Shuban 6 Limited |
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REGISTERED NUMBER:
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Financial Statements for the Year Ended 31 March 2017 |
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for |
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Shuban 6 Limited |
Shuban 6 Limited (Registered number: 08682736) |
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Contents of the Financial Statements |
for the Year Ended 31 March 2017 |
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Company Information | 1 |
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Balance Sheet | 2 |
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Notes to the Financial Statements | 3 |
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Shuban 6 Limited |
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Company Information |
for the Year Ended 31 March 2017 |
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DIRECTORS: |
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REGISTERED OFFICE: |
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REGISTERED NUMBER: |
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AUDITORS: |
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23 Mount Road |
Fairfield |
Bromsgrove |
Worcestershire |
B61 9LN |
Shuban 6 Limited (Registered number: 08682736) |
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Balance Sheet |
31 March 2017 |
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31.3.17 | 31.3.16 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Investments | 3 |
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CURRENT ASSETS |
Debtors | 4 |
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Cash at bank |
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CREDITORS |
Amounts falling due within one year | 5 |
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NET CURRENT LIABILITIES | ( |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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CREDITORS |
Amounts falling due after more than one
year |
6 |
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NET LIABILITIES | ( |
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CAPITAL AND RESERVES |
Called up share capital | 8 |
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Retained earnings | ( |
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SHAREHOLDERS' FUNDS | ( |
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In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered. |
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The financial statements were approved by the Board of Directors on
its behalf by: |
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Shuban 6 Limited (Registered number: 08682736) |
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Notes to the Financial Statements |
for the Year Ended 31 March 2017 |
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1. | STATUTORY INFORMATION |
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Shuban 6 Limited is a
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company's registered number and registered office address can be found on the Company Information |
page. |
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The presentation currency of the financial statements is the Pound Sterling (£). |
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Monetary amounts in these financial statements are rounded to the nearest whole £1, except where |
otherwise indicated. |
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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Critical accounting judgements and key sources of estimation uncertainty |
The preparation of financial statements requires the Directors to make judgements, estimates and |
assumptions that affect the application of accounting policies and the reported amounts of assets, |
liabilities, income and expenses. |
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Estimates and judgements are continually evaluated and are based on historical experience and other |
factors, including expectations of future events that are believed to be reasonable under the |
circumstances. |
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The areas involving a high degree of judgement or complexity or areas where assumptions and |
estimates are significant to the financial statements include the valuation of unlisted equity investments |
and the impairment of loan note investments. Investments held by the Company as at 31 March 2017 |
are detailed in note 3. |
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Interest receivable |
Interest receivable on loan note instruments is accounted for on an accruals basis, and recognised in |
the Statement of Comprehensive Income in the year to which it relates. Any interest amount due, but |
not received on a repayment date, is consolidated with the principal amount as per the contractual |
obligations of the loan note instrument and shall itself bear interest at the rate provided within the loan |
note. |
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Current and deferred taxation |
The tax expense for the year 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 or to an item recognised directly in equity is also recognised in other comprehensive income or |
directly in equity respectively. |
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The current income 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's subsidiaries |
operate and generate taxable income. |
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Deferred balances are recognised in respect of all timing differences that have originated but not |
reversed by the balance sheet date, except: |
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- The recognition of deferred tax assets is limited to the extent that it is probable that they will be |
recovered against the reversal of deferred tax liabilities or other future taxable profits; or |
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- Any deferred tax balances are reversed if and when all conditions for retaining associated tax |
allowances have been met. |
Shuban 6 Limited (Registered number: 08682736) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2017 |
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2. | ACCOUNTING POLICIES - continued |
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Deferred tax balances are not recognised in respect of permanent differences except in respect of |
business combinations, when deferred tax is recognised on the differences between the fair values of |
assets acquired and the future tax deductions available for them and the differences between the fair |
values of liabilities acquired and the amount that will be assessed for tax. |
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Deferred income tax is determined using tax rates and laws that have been enacted or substantively |
enacted by the reporting date. |
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Going concern |
The Company’s principal investment is in the Greensphere Biomass 1 Limited group. |
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The subsidiary and main trading company of Greensphere Biomass 1 Limited, Western Bio-Energy |
Limited, went into administration in November 2016 and is subsequently expected to come out of |
administration in December 2017 after receiving new funding by way of a term loan. In December |
2017, the Company along with the other investors of Greensphere Biomass 1 Limited agreed to defer |
the loan note interest and capital repayments until a later date. |
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The directors consider that as the Company is unlikely to receive income from its investment within the |
next twelve months, that the loan note holders will continue to provide additional funding to enable the |
Company to meet its liabilities as and when they become due. The directors consider that the |
Company will continue in operational existence for the foreseeable future and consequently the |
financial statements have been prepared on the going concern basis. |
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Interest bearing loans and borrowings |
All interest bearing loans and borrowings meet the definition of a basic financial instrument under FRS |
102 chapter 11 and are initially recognised at fair value net of transaction costs incurred. The |
Company's financial liabilities consist of only financial liabilities measured at amortised cost. These |
include shareholder loan notes, trade payables and other short-term monetary liabilities, which are |
initially recognised at fair value and subsequently carried at amortised cost using the effective interest |
rate method. |
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Trade creditors and amounts due to related parties |
Trade creditors and amounts due to related parties are initially recognised at fair value and |
subsequently carried at amortised cost using the effective interest rate method. |
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Derecognition of financial liabilities |
A financial liability (in whole or in part) is derecognised when the Company has extinguished its |
contractual obligations, it expires or is cancelled. Any gain or loss on derecognition is taken to the |
Statement of Comprehensive Income. |
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Financial liabilities and equity |
Financial liabilities and equity are classified according to the substance of the financial instrument's |
contractual obligations, rather than the financial instrument's legal form. |
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Interest payable |
Interest payable on loan note instruments is accounted for on an accruals basis, and recognised in the |
Statement of Comprehensive Income in the year to which it relates. |
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Valuation of investments |
Investments in unlisted company shares are initially measured at cost and are remeasured to fair value |
at each Statement of Financial Position date. |
Shuban 6 Limited (Registered number: 08682736) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2017 |
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2. | ACCOUNTING POLICIES - continued |
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Other financial assets |
Other financial assets include investments in loan note instruments which meet the definition of a basic |
financial instrument under FRS102 Chapter 11 and are initially recognised at fair value net of |
transaction costs incurred. These are subsequently measured at amortised cost using the effective |
interest method. Other financial assets are tested for impairment at least annually. Any impairment is |
recognised immediately in the income statement. Subsequent reversals of impairment losses for other |
financial assets are not recognised. |
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3. | FIXED ASSET INVESTMENTS |
Fixed |
rate loan |
notes |
£ |
At 1 April 2016 |
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Loan note additions - Biomass |
loan interest capitalised |
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Unrealised movement in fair |
value Impairment | ( |
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At 31 March 2017 |
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The Company has purchased 2 classes of loan notes from Greensphere Biomass 1 Limited which, in |
total, amount to £1,311,181 (2016: £1,169,342) including capitalised interest. |
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During a previous period the quarterly principle repayments of 2.5%, which were due under the loan |
instruments, were deferred by the Company until further notice. |
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Interest is charged on outstanding balances at 11% and 13% per annum. On 10 April 2016, loan |
interest of £13,953 due in relation to the 11% loan note investment and loan interest of £19,802 due in |
relation to the 13% loan note was capitalised. On 10 July 2016, loan interest of £14,320 due in relation |
to the 11% loan note investment and loan interest of £20,415 due in relation to the 13% loan note was |
capitalised. On 10 October 2016, loan interest of £14,861 due in relation to the 11% loan note |
investment and loan interest of £21,282 due in relation to the 13% loan note was capitalised. On 10 |
January 2017, loan interest of £15,258 due in relation to the 11% loan note investment and loan |
interest of £21,947 due in relation to the 13% loan note was capitalised. |
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Interest accrued during the year was £145,080 (2016: £130,694), of which £33,240 (2016: £29,998) |
remains outstanding at the year end. |
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The Company holds a 4.2% equity shareholding in Biomass. This was impaired to £nil in a previous |
period. |
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The impairment loss recognised in the year was £889,520 (2016: £97,566) which arose as a result of |
estimated fair value at the financial year-end being measured at lower than the carrying value of |
investments. At the balance sheet date, the total impairment provision totals £1,031,312 (2016: |
£141,791). |
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4. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.3.17 | 31.3.16 |
£ | £ |
Loan note interest receivable |
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Unpaid drawdowns | - | 15,749 |
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Shuban 6 Limited (Registered number: 08682736) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2017 |
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5. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.3.17 | 31.3.16 |
£ | £ |
Interest payable |
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Management fee payable |
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Other payables |
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6. |
CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR |
31.3.17 | 31.3.16 |
£ | £ |
Shareholder loan notes |
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The Company shall repay such proportion of the principal amount of the outstanding loan notes as it |
shall in its sole discretion determine. Until the notes are repaid, interest on the principal amount of the |
notes outstanding shall accrue at a rate of 8% per annum, accruing daily. Interest accrued in the year |
totalled £84,479 (2016: £84,774) of which £210,633 (2016: £126,154) remains outstanding at the year |
end. |
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7. | FINANCIAL INSTRUMENTS |
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The Company's financial instruments may be analysed as follows: |
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Financial Assets as at 31 March 2017 |
Measured at
amortised cost |
Measured at fair value |
Total |
£ | £ | £ |
Greensphere Biomass 1 Limited |
Fixed rate loan notes - 11% | 587,699 | (462,256 | ) | 125,443 |
Fixed rate loan notes - 13% | 723,482 | (569,056 | ) | 154,426 |
Equity - 423 shares of £0.00 each (note 3) | - | - | - |
1,311,181 | (1,031,312 | ) | 279,869 |
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Financial Liabilities as at 31 March 2017 |
Livingston Estates Limited- Fixed rate loan notes 8% | (254,227 | ) | - | (254,227 | ) |
Stobart AD1 Limited - Fixed rate loan notes 8% | (801,762 | ) | - | (801,762 | ) |
(1,055,989 | ) | - | (1,055,989 | ) |
Shuban 6 Limited (Registered number: 08682736) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2017 |
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Financial Assets as at 31 March 2016 |
Measured at
amortised cost |
Measured at fair value |
Total |
£ | £ | £ |
Greensphere Biomass 1 Limited |
Fixed rate loan notes - 11% | 529,307 | (64,318 | ) | 464,989 |
Fixed rate loan notes - 13% | 640,035 | (77,473 | ) | 562,562 |
Equity - 423 shares of £0.00 each (note 3) | - | - | - |
1,169,342 | (141,791 | ) | 1,027,551 |
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Financial Liabilities as at 31 March 2016 |
Livingston Estates Limited- Fixed rate loan notes 8% | (254,730 | ) | - | (254,730 | ) |
Stobart AD1 Limited - Fixed rate loan notes 8% | (817,010 | ) | - | (817,010 | ) |
(1,071,740 | ) | - | (1,071,740 | ) |
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8. | CALLED UP SHARE CAPITAL |
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Allotted, issued and fully paid: |
Number: | Class: | Nominal | 31.3.17 | 31.3.16 |
value: | £ | £ |
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A shares | £0.01 | 100 | 100 |
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B shares | £0.01 | 100 | 100 |
200 | 200 |
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9. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
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The Report of the Auditors was unqualified. |
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Material uncertainty related to going concern |
We draw attention to the going concern accounting policy in note 2 of the financial statements which |
indicates that the company is reliant on the continued support from the loan note holders. As stated in |
this note, these conditions indicate the existence of a material uncertainty which may cast significant |
doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect |
of this matter. |
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for and on behalf of
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10. | POST BALANCE SHEET EVENTS |
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On 10 April 2017, accrued interest in relation to loan note investments in Biomass amounting to |
£37,454 was due to be received. On this date 100% of this amount was capitalised against the loan |
notes. |
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On 10 July 2017, accrued interest in relation to loan note investments in Biomass amounting to |
£38,965 was due to be received. On this date 100% of this amount was capitalised against the loan |
notes. |
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On 10 October 2017, accrued interest in relation to loan note investments in Biomass amounting to |
£40,544 was due to be received. On this date 100% of this amount was capitalised against the loan |
notes. |
Shuban 6 Limited (Registered number: 08682736) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2017 |
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In December 2017, the Company's principal investment company, Greensphere Biomass 1 Limited |
received additional funding to settle the outstanding liabilities and to invest in capital and maintenance |
works of its subsidiary, Western Bio-Energy Limited. As a result, Western Bio-Energy Limited is |
expected to come out of administration in December 2017. |
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On the 12 December 2017, the Company along with the other loan note holders of Greensphere |
Biomass 1 Limited have agreed to defer the scheduled redemption of the loan notes and interest |
payments until October 2019. |
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11. | EMPLOYEES |
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No Directors were remunerated through the Company in the year (2016: none). The company had no |
other employees. |