Company registration number 12090433 (England and Wales)
FVWL FOOTBALL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
FVWL FOOTBALL LIMITED
COMPANY INFORMATION
Directors
S Brittan
M James
N Luckock
Company number
12090433
Registered office
Toughsheet Community Stadium
Burnden Way
Horwich
Greater Manchester
BL6 6JW
Auditor
Sumer Auditco Limited
The Beehive
City Place
Gatwick
RH6 0PA
Bankers
Barclays Bank Plc
The Business Centre
PO Box 144
57 Victoria Square
Bolton
BL1 1FH
FVWL FOOTBALL LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Profit and loss account
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 23
FVWL FOOTBALL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2023
- 1 -
The directors present the strategic report for the year ended 30 June 2023.
Review of the business
Objective
To operate a competitive successful professional football club that plays an integral role in the community and engages actively and constructively with the many stakeholders that the football club has.
Strategy
The Directors' objectives are to continue to consolidate the Football Clubs position within the EFL and to pursue promotion whilst stabilising the business. The strategy to achieve this objective includes the key following elements:
Principal risks and uncertainties
The Board acknowledges the risks and uncertainties which affect the Football Club and seeks to minimize these risks wherever possible.
Risks and uncertainties for the Football Club arise primarily from the uncertainty of success on the football pitch. These and other risks are recognised and reviewed regularly through the Company's management and planning processes, which are managed appropriately.
Development and performance
This is the fourth year of trading for the Company having purchased the assets out of administration from David Ruben and Partners LLP in the financial year ending 30 June 2020.
Following a respectable 9th place finish in EFL League 1 in the prior year, the club had a strong season, finishing 5th and reaching the League 1 play-offs, losing to Barnsley FC 1-0 in the 2nd semi final leg, to lose 2-1 on aggregate. The average attendance of supporters of 18,814 was a huge increase on the previous season average of 15,439.
The Club had a successful campaign in the Papa Johns EFL Trophy, reaching the final at Wembley, beating Plymouth Argyle FC 4-0 - the biggest ever win in an EFL Trophy Wembley final, in front of a crowd of 79,389.
The financial year has seen significant progress as the Company continues to invest in the first team squad and stadium improvements, which has resulted in a managed trading loss.
FVWL FOOTBALL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 2 -
Key performance indicators
The Directors monitor key performance indicators to measure the success of the business. These key performance indicators include:
Other performance indicators
Position at year end
Despite the trading loss before taking into account the intercompany loan release, amounting to £6,771,000 in the year to 30 June 2023, the Company has a sound financial base from which to further improve the business. The Company is also well supported by its parent company Football Ventures (Whites) Limited.
S Brittan
Director
28 March 2024
FVWL FOOTBALL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2023
- 3 -
The directors present their annual report and financial statements for the year ended 30 June 2023.
Principal activities
The principal activity of the company was that of a professional football club together with related commercial activities, a stadium incorporating an integrated hotel operated by a fellow group company with accommodation, conference and leisure facilities and an integrated business centre.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
S Brittan
M James
N Luckock
Disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Employee involvement
The company's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.
Information about 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 company's performance.
Auditor
Sumer Auditco Limited were appointed as auditor of the company following the transfer of the audit business from Cowgill Holloway LLP, and are deemed to be reappointed under section 487 (2) of the Companies Act 2006.
FVWL FOOTBALL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 4 -
Statement of directors' responsibilities
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
S Brittan
Director
28 March 2024
FVWL FOOTBALL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FVWL FOOTBALL LIMITED
- 5 -
Opinion
We have audited the financial statements of FVWL Football Limited (the 'company') for the year ended 30 June 2023 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 30 June 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' 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 financial statements are 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
FVWL FOOTBALL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FVWL FOOTBALL LIMITED
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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.
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the Directors (as required by auditing standards) and discussed with the Directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the Company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect; laws related to Health and Safety and Employment, UK Companies Act, Pension Legislation, Tax Legislation and English Football League Rules.
Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.
FVWL FOOTBALL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FVWL FOOTBALL LIMITED
- 7 -
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:
Matters are discussed amongst the audit engagement team regarding how and where fraud might occur in the financial statements and potential indicators of fraud
Identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud
Detecting and responding to the risks of fraud following discussions with management and enquiring as to whether management have knowledge of any actual, suspected or alleged fraud;
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Nilesh Modhvadia
Senior Statutory Auditor
For and on behalf of Sumer Auditco Limited
28 March 2024
Statutory Auditor
The Beehive
City Place
Gatwick
RH6 0PA
FVWL FOOTBALL LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2023
- 8 -
2023
2022
Notes
£
£
Turnover
3
12,846,459
8,514,262
Cost of sales
(12,124,731)
(8,188,126)
Gross profit
721,728
326,136
Administrative expenses
(5,996,028)
(6,343,431)
Other operating income
295,872
246,424
Operating loss
4
(4,978,428)
(5,770,871)
Interest receivable and similar income
6
50
620,566
Interest payable and similar expenses
7
(60,910)
8,571
Amounts released relating to intercompany balances
8
6,771,000
8,145,000
Profit before taxation
1,731,712
3,003,266
Tax on profit
9
Profit for the financial year
1,731,712
3,003,266
The profit and loss account has been prepared on the basis that all operations are continuing operations.
FVWL FOOTBALL LIMITED
BALANCE SHEET
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
10
3,660,741
4,254,374
Other intangible assets
10
10,646,484
10,378,635
Total intangible assets
14,307,225
14,633,009
Tangible assets
11
3,653,071
4,653,020
Investments
12
7
7
17,960,303
19,286,036
Current assets
Stocks
14
492,837
373,589
Debtors
15
3,436,473
2,608,912
Cash at bank and in hand
56,676
172,943
3,985,986
3,155,444
Creditors: amounts falling due within one year
16
(8,482,613)
(10,599,298)
Net current liabilities
(4,496,627)
(7,443,854)
Total assets less current liabilities
13,463,676
11,842,182
Creditors: amounts falling due after more than one year
17
(290,691)
(400,909)
Net assets
13,172,985
11,441,273
Capital and reserves
Called up share capital
19
100
100
Profit and loss reserves
13,172,885
11,441,173
Total equity
13,172,985
11,441,273
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.true
The financial statements were approved by the board of directors and authorised for issue on 28 March 2024 and are signed on its behalf by:
S Brittan
Director
Company registration number 12090433 (England and Wales)
FVWL FOOTBALL LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
- 10 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 July 2021
100
8,437,907
8,438,007
Year ended 30 June 2022:
Profit and total comprehensive income
-
3,003,266
3,003,266
Balance at 30 June 2022
100
11,441,173
11,441,273
Year ended 30 June 2023:
Profit and total comprehensive income
-
1,731,712
1,731,712
Balance at 30 June 2023
100
13,172,885
13,172,985
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
- 11 -
1
Accounting policies
Company information
FVWL Football Limited is a private company limited by shares incorporated in England and Wales. The registered office is Toughsheet Community Stadium, Burnden Way, Horwich, Greater Manchester, BL6 6JW.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
The financial statements of the company are consolidated in the financial statements of Football Ventures (Whites) Limited. These consolidated financial statements are available from Companies House.
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. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The Group, which is headed up by Football Ventures (Whites) Limited is financed by its shareholders. The shareholders have provided assurances that they will not withdraw amounts introduced into the Group for a minimum period of twelve months following the signing of these accounts and in addition the shareholders have committed to financing any shortfalls in cash as and when they fall due.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 12 -
1.4
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.5
Intangible fixed assets other than goodwill
In accordance with FRS102 "Goodwill and Intangible Assets", fees payable on the transfer of players' registrations are capitalised at the value of the consideration payable. Consideration includes transfer fees, levy fees, as well as agents' fees incurred by the club. The consideration is then written off over the length of the players' contracts. Profit or loss on the sale of players' registrations is based on transfer fees receivable and amortised cost of the players and is recognised in the period in which the transfers are made. Players' registrations are written down for impairment when the carrying amount exceeds the amount recoverable through use or sale. Future payments for the acquisition of a player's registration, which may become due dependent on the performance of the team and/or the individual player, are recognised within the original cost of acquisition if, in the opinion of the Directors, it is probable that these payments will eventually be made. Similar terms may exist in contracts for the sale of players' registrations but such payments are not recognised as part of the proceeds of disposal until the event upon which the payment is dependent is known to have occurred. Provision is made for any impairment.
Intellectual property
50 years
Player transfer and agent fees
Over the term of the respective contract
1.6
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Stadium and academy
Over the remaining useful life post acquisition
Freehold land
No depreciation is provided
Plant and equipment
3 to 10 years from the original date of aquisition
Fixtures and fittings
3 to 10 years from the original date of aquisition
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.7
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 13 -
1.8
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.9
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.10
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.
1.11
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.
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 14 -
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
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.
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 15 -
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.12
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.
1.13
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.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 16 -
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.
Depreciation of fixed assets
Fixed assets are depreciated over their anticipated useful life. The useful life is based on management's estimate of the period that the assets will generate revenue and will be reviewed annually for continued appropriateness. The carrying values will be tested for impairment where there is an indication that the value of an asset might be impaired. Depreciation of £274,254 (2022: £201,077) has been charged during the year.
Intangible fixed assets
Intangible fixed assets are amortised over their anticipated useful life. The useful life is based on management's estimate of the period that the assets will generate revenue and will be reviewed annually for continued appropriateness. The carrying values will be tested for impairment where there is an indication that the value of an asset might be impaired. Amortisation of £1,335,307 (2022: £1,062,527) has been charged during the year.
3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Professional Football
6,249,459
4,943,422
Academy Income
551,898
518,346
Commercial
1,158,693
693,418
Retail
1,561,351
950,545
Corporate Sales
2,508,269
805,697
Communications
-
6,261
Car Parking
197,844
202,885
Online Streaming
431,185
393,688
Fan Zone
187,760
-
12,846,459
8,514,262
2023
2022
£
£
Other significant revenue
Interest income
50
620,566
Government grants received
-
15,117
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
3
Turnover and other revenue
(Continued)
- 17 -
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
12,846,459
8,514,262
Interest income in the prior year relates to the release of interest that was previously accrued on shareholder loans as a result of the loans being converted to equity within the holding company, namely Football Ventures (Whites) Limited.
4
Operating loss
2023
2022
Operating loss for the year is stated after charging/(crediting):
£
£
Government grants
-
(15,117)
Fees payable to the company's auditor for the audit of the company's financial statements
44,008
32,996
Depreciation of owned tangible fixed assets
274,254
201,077
Profit on disposal of tangible fixed assets
(1,440,774)
-
Amortisation of intangible assets
1,335,307
1,062,527
Government grant income for 2022 related to the Coronavirus Job Retention Scheme.
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Football Players
57
52
Management & Administration
141
120
Matchday
126
134
Total
324
306
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
9,013,963
7,159,223
Social security costs
991,277
797,595
Pension costs
126,170
111,930
10,131,410
8,068,748
Directors remuneration amounted to £Nil (2022: £Nil).
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 18 -
6
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
50
Other interest income
620,566
Total income
50
620,566
Interest income in the prior year relates to the release of interest that was previously accrued on shareholder loans as a result of the loans being converted to equity within the holding company, namely Football Ventures (Whites) Limited.
7
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
59,015
(9,119)
Interest on finance leases and hire purchase contracts
1,895
-
Other interest
548
60,910
(8,571)
8
Amounts released relating to intercompany balances
2023
2022
£
£
Amounts written back to current loans
6,771,000
8,145,000
As at the reporting date the company owed its parent company, namely Football Ventures (Whites) Limited £6,771,000 (2022: £8,145,000), the entire balance was deemed not to be payable and therefore has been released to the profit and loss account.
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 19 -
9
Taxation
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2023
2022
£
£
Profit before taxation
1,731,712
3,003,266
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2022: 19.00%)
432,928
570,621
Tax effect of income not taxable in determining taxable profit
(432,928)
(570,621)
Taxation charge for the year
-
-
10
Intangible fixed assets
Goodwill
Intellectual property
Player transfer and agent fees
Total
£
£
£
£
Cost
At 1 July 2022
5,936,336
10,000,000
1,326,536
17,262,872
Additions
1,032,793
1,032,793
Disposals
(109,597)
(109,597)
At 30 June 2023
5,936,336
10,000,000
2,249,732
18,186,068
Amortisation and impairment
At 1 July 2022
1,681,962
566,701
381,200
2,629,863
Amortisation charged for the year
593,633
200,012
541,662
1,335,307
Disposals
(86,327)
(86,327)
At 30 June 2023
2,275,595
766,713
836,535
3,878,843
Carrying amount
At 30 June 2023
3,660,741
9,233,287
1,413,197
14,307,225
At 30 June 2022
4,254,374
9,433,299
945,336
14,633,009
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 20 -
11
Tangible fixed assets
Stadium and academy
Freehold land
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
£
Cost
At 1 July 2022
3,067,151
1,129,781
486,401
589,538
5,272,871
Additions
16,131
119,592
697,808
833,531
Disposals
(1,696,000)
(1,696,000)
At 30 June 2023
1,387,282
1,129,781
605,993
1,287,346
4,410,402
Depreciation and impairment
At 1 July 2022
250,123
245,377
124,351
619,851
Depreciation charged in the year
56,839
67,926
149,489
274,254
Eliminated in respect of disposals
(136,774)
(136,774)
At 30 June 2023
170,188
313,303
273,840
757,331
Carrying amount
At 30 June 2023
1,217,094
1,129,781
292,690
1,013,506
3,653,071
At 30 June 2022
2,817,028
1,129,781
241,024
465,187
4,653,020
12
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
13
7
7
13
Subsidiaries
Details of the company's subsidiaries at 30 June 2023 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Bolton Sporting Ventures Limited
United Kingdom
Dormant
Ordinary
100.00
Bolton Sports Village Limited
United Kingdom
Dormant
Ordinary
100.00
The Bolton Wanderers Football & Athletic Company Ltd
United Kingdom
Dormant
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Bolton Sporting Ventures Limited
1
-
Bolton Sports Village Limited
2
1
The Bolton Wanderers Football & Athletic Company Ltd
1
-
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 21 -
14
Stocks
2023
2022
£
£
Finished goods and goods for resale
492,837
373,589
15
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
598,313
592,721
Amounts owed by group undertakings
827,852
657,769
Other debtors
384,701
461,498
Prepayments and accrued income
1,625,607
896,924
3,436,473
2,608,912
Amounts owed by group undertakings are repayable on demand.
16
Creditors: amounts falling due within one year
2023
2022
£
£
Other borrowings
40,200
120,845
Trade creditors
3,159,597
3,018,683
Taxation and social security
602,141
490,519
Deferred income
2,206,258
1,986,761
Other creditors
489,466
4,199,278
Accruals and deferred income
1,984,951
783,212
8,482,613
10,599,298
Included within other creditors is a loan amounting to £Nil (2022: £2,500,000). The loan was secured against the tangible fixed assets owned by the company. This loan was fully repaid on 14 October 2022.
17
Creditors: amounts falling due after more than one year
2023
2022
£
£
Other borrowings
40,200
Other creditors
290,691
360,709
290,691
400,909
Other borrowings are unsecured and attract a 5% per annum rate of interest.
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 22 -
18
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
126,170
111,930
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
19
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
The £100 Ordinary share was allotted and fully paid for upon incorporation on 8 July 2019. The entire share capital is owned by Football Ventures (Whites) Limited.
20
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2023
2022
£
£
Within one year
9,288
4,600
Between two and five years
10,466
19,754
4,600
FVWL FOOTBALL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 23 -
21
Related party transactions
The Company has taken advantage of the exemption conferred by FRS 102 not to disclose transactions with wholly owned members of the Group.
Bolton Wanderers Development Association (Chorley) Limited donated £9,036 (2022: £62,072) to the Company as contribution to the cost of projects completed by the company. At the reporting date the Company was owed £10,859 (2022: £49,688) by Bolton Wanderers Development Association (Chorley) Limited. Bolton Wanderers Development Association (Chorley) Limited is a Company limited by guarantee, with FVWL Football Limited being guarantor.
During the year the Company recharged utilities costs to James Industrial Limited Retirement Benefit Scheme of £37,198 (2022: £136,792). At the reporting date £22,682 (2022: £92,472) was outstanding. James Industrial Limited Retirement Benefit Scheme is related through common ownership.
Prescot Business Park Limited, charged the Company £61,200 (2022: £60,000) during the year for the lease of the north stand car parks. At the reporting date £18,000 (2022: £18,000) was outstanding and owing to Prescot Business Park Limited.
Made By Brittan Too Limited, charged the Company £29,292 (2022: £Nil), during the year relating to director services. At the reporting date £27,000 (2022: £Nil) was outstanding and owing to Made By Brittan Too Limited.
During the previous year the Company provided an interest-free loan to an individual amounting to £100,000. The individual is an employee of the Company and a shareholder of Football Ventures (Whites) Limited. The entire loan balance was resolved during the year ended 30 June 2023.
22
Ultimate controlling party
The parent and controlling party is Football Ventures (Whites) Limited, a company registered in England and Wales. As at 30 June 2023, Football Ventures (Whites) Limited had no individual controlling party.
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