Company registration number 10808929 (England and Wales)
YORKTEST GROUP LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
YORKTEST GROUP LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
YORKTEST GROUP LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Investments
4
5,000,000
5,000,000
Current assets
-
-
Creditors: amounts falling due within one year
5
(4,781,093)
(854,154)
Net current liabilities
(4,781,093)
(854,154)
Total assets less current liabilities
218,907
4,145,846
Creditors: amounts falling due after more than one year
6
(3,517,105)
Provisions for liabilities
(64,000)
Net assets
218,907
564,741
Capital and reserves
Called up share capital
7
3,599,500
3,599,500
Share premium account
101,786
101,786
Other reserves
8
351,384
Profit and loss reserves
(3,482,379)
(3,487,929)
Total equity
218,907
564,741
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 26 May 2023 and are signed on its behalf by:
Mr R D N Dawson
Director
Company Registration No. 10808929
YORKTEST GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
1
Accounting policies
Company information
Yorktest Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is Units 2-3 Triune Court, Monks Cross Drive, York, North Yorkshire, YO32 9GZ.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The ultimate parent company is Project Jorvik Topco Limited, which is the smallest group into which these financial statements are consolidated. The registered office of Project Jorvik Topco Limited is Units 2-3 Triune Court, Monks Cross Drive, York, North Yorkshire, YO32 9GZ.
1.2
Going concern
Atruet 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. Although the company has negative profit and loss reserves, it is a holding company only and results can be managed. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Fixed asset investments
Interests in subsidiaries 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.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.5
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.
YORKTEST GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 3 -
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.
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.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future 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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
YORKTEST GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
1.6
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.
1.7
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.8
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
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.
YORKTEST GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
2
Judgements and key sources of estimation uncertainty
(Continued)
- 5 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Impairment of investments
Investments within the accounts are held at cost less diminution in value. Assessing for potential impairment is a key area of estimation uncertainty. As investments are within the group the directors are fully aware of the operational activity of each entity and consequently any potential impairments. At the year end there were no impairments.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
3
4
4
Fixed asset investments
2022
2021
£
£
Shares in group undertakings and participating interests
5,000,000
5,000,000
5
Creditors: amounts falling due within one year
2022
2021
£
£
Amounts owed to group undertakings
4,781,093
454,154
Other creditors
400,000
4,781,093
854,154
6
Creditors: amounts falling due after more than one year
2022
2021
£
£
Other creditors
3,517,105
YORKTEST GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
7
Called up share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary shares of 0.1p each
-
6,500,000
-
6,500
B Ordinary shares of 0.1p each
-
350,000
-
350
C Ordinary shares of 0.2p each
-
500,000
-
1,000
D Ordinary shares of 0.3p each
-
300,000
-
900
E Ordinary shares of 0.5p each
-
200,000
-
1,000
F Ordinary shares of 0.5p each
-
250,000
-
1,250
G1 Ordinary shares of 1p each
-
200,000
-
2,000
B1 Ordinary shares of 0.1p each
-
1,500,000
-
1,500
Ordinary shares of 0.1p each
3,599,500,000
-
3,599,500
-
3,599,500,000
9,800,000
3,599,500
14,500
2022
2021
2022
2021
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference shares of £1 each
-
3,585,000
-
3,585,000
Preference shares classified as equity
-
3,585,000
Total equity share capital
3,599,500
3,599,500
All Ordinary shareholders hold one vote for each Ordinary Share held.
During the period, 5,951,777 A Ordinary shares of £0.001 each were re-designated as 5,951,777 deferred shares of £0.001 each.
The company also purchased for cancellation 500,000 C Ordinary shares of £0.002 each.
Additionally, the company made the following sub-divisions of shares in the period:
500,000 C Ordinary shares of £0.002 each were sub-divided into 1,000,000 C Ordinary shares of £0.001 each
300,000 D Ordinary shares of £0.003 each were sub-divided into 900,000 D Ordinary shares of £0.001 each
200,000 E Ordinary shares of £0.005 each were sub-divided into 1,000,000 E Ordinary shares of £0.001 each
250,000 F Ordinary shares of £0.005 each were sub-divided into 1,250,000 F Ordinary shares of £0.001 each
200,000 G1 Ordinary shares of £0.01 each were sub-divided into 2,000,000 G1 Ordinary shares of £0.001 each
3,585,000 Preference shares of £1 each were sub-divided into 3,585,000,000 Preference shares of £0.001 each
All classes of shares were then re-designated as Ordinary shares of £0.1p each. Ordinary shares carry the right to one vote per share, and the right to participate in capital and dividend distributions. The shares are not redeemable.
YORKTEST GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 7 -
8
Other reserves
Other reserves relate to the discounting of loan notes, which were settled in the year.
9
Parent company
The Group is ultimately controlled by NVM LII GP LLP . The registered office is C/O Womble Bond Dickinson (UK) LLP, The Spark, Draymans Way, Newcastle Helix, Newcastle Upon Tyne, United Kingdom, NE4 5DE.
10
Subsidiaries
Details of the company's subsidiaries at 31 December 2022 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Yorktest Laboratories Limited
England and Wales
Laboratory service for health tests
Ordinary
100.00
Registered Offices
The registered office address for the subsidiary is: Units 2-3 Triune Court Monks Cross Drive, York, North Yorkshire, YO32 9GZ.
11
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
The senior statutory auditor was Martin Davey and the auditor was Azets Audit Services Limited.