HERITAGE PROJECTS (EDINBURGH) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2021
HERITAGE PROJECTS (EDINBURGH) LIMITED
COMPANY INFORMATION
Director
J E Delaney
Secretary
A M Pawson
Company number
SC097137 (Scotland)
Registered office
c/o Morton Fraser Solicitors
Quarter Mile 2
2 Lister Square
Edinburgh
Scotland
EH3 9GJ
Auditor
Ashworth Moulds
11 Nicholas Street
Burnley
Lancashire
BB11 2AL
HERITAGE PROJECTS (EDINBURGH) LIMITED
CONTENTS
Page
Director's report
1
Independent auditor's report
2 - 5
Statement of income and retained earnings
6
Balance sheet
7
Notes to the financial statements
8 - 9
The following pages do not form part of the statutory financial statements:
Detailed trading and profit and loss account
Appendix
HERITAGE PROJECTS (EDINBURGH) LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 JANUARY 2021
- 1 -
The director presents her annual report and financial statements for the year ended 31 January 2020.
Principal activities
In an earlier year, the company disposed of its lease for its major asset, the Tolbooth Kirk in Edinburgh to a third party. Subsequently, the director has continued to look for alternative trading opportunities.
Directors
The director held no beneficial interest in the share capital of the company during the year under review.
J E Delaney
Auditor
A resolution proposing the re-appointment of Ashworth Moulds will be put to the members at the Annual General Meeting.
Statement of director's responsibilities
The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless she is 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 director is 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 director is 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. She is 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.
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
By order of the board
J E Delaney
Director
22 October 2021
HERITAGE PROJECTS (EDINBURGH) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HERITAGE PROJECTS (EDINBURGH) LIMITED
- 2 -
Opinion
We have audited the financial statements of Heritage Projects (Edinburgh) Limited (the 'company') for the year ended 31 January 2021 which comprise the statement of income and retained earnings, the balance sheet 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 FRS 102
The Financial Reporting Standard applicable in the UK and Republic of Ireland
(United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
-
give a true and fair view of the state of the company's affairs as at 31 January 2021 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 the provisions available for small entities
, 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 financial statements are authorised for issue.
Our responsibilities and the responsibilities of the director 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 director is 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 director's r
eport for the financial year for which the financial statements are prepared is consistent with the financial statements
; and
-
the director's report has been prepared in accordance with applicable legal requirements.
HERITAGE PROJECTS (EDINBURGH) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HERITAGE PROJECTS (EDINBURGH) LIMITED
- 3 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie
d
material misstatements in the director's
r
eport
.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
-
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
-
the financial statements are not in agreement with the accounting records and returns; or
-
certain disclosures of director's remuneration specified by law are not made; or
-
we have not received all the information and explanations we require for our audit; or
-
the director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the director's report and take advantage of the small companies exemption from the requirement to prepare a strategic report.
Responsibilities of director
As explained more fully in the director's
r
esponsibilities
s
tatement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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
.
Extent to which the audit was considered capable of detecting irregularities, including fraud
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
-
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the visitor attractions sector;
-
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements, including the Companies Act 2006, Financial Reporting Standard (FRS 102), taxation legislation;
-
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management ; and
-
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
HERITAGE PROJECTS (EDINBURGH) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HERITAGE PROJECTS (EDINBURGH) LIMITED
- 4 -
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
-
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
-
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
Audit response to risks identified
We addressed detecting material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, as follows:
Risks identified
Audit response
Risk of fraud through management bias and override of controls
Risk of irregularities and non-compliance with laws and regulations
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
HERITAGE PROJECTS (EDINBURGH) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HERITAGE PROJECTS (EDINBURGH) LIMITED
- 5 -
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 her 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.
Mark Holmes BA FCA (Senior Statutory Auditor)
For and on behalf of Ashworth Moulds
22 October 2021
Chartered Accountants
Statutory Auditor
11 Nicholas Street
Burnley
Lancashire
BB11 2AL
HERITAGE PROJECTS (EDINBURGH) LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 JANUARY 2021
- 6 -
2021
2020
£
£
Profit before taxation
-
-
Taxation
Total comprehensive income for the year
Retained earnings at 1 February 2020
(589,621)
(589,621)
Retained earnings at 31 January 2021
(589,621)
(589,621)
The notes on pages 8 - 9 form an integral part of these financial statements.
HERITAGE PROJECTS (EDINBURGH) LIMITED
BALANCE SHEET
AS AT
31 JANUARY 2021
31 January 2021
- 7 -
2021
2020
Notes
£
£
£
£
Current assets
-
-
Creditors: amounts falling due within one year
3
(514,621)
(514,621)
Net current liabilities
(514,621)
(514,621)
Capital and reserves
Called up share capital
4
75,000
75,000
Profit and loss reserves
(589,621)
(589,621)
Total equity
(514,621)
(514,621)
The notes on pages 8 - 9 form an integral part of these financial statements.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved and signed by the director and authorised for issue on 22 October 2021
J E Delaney
Director
Company Registration No. SC097137
HERITAGE PROJECTS (EDINBURGH) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2021
- 8 -
1
Accounting policies
Company information
Heritage Projects (Edinburgh) Limited is a
private
company
limited by shares
incorporated in Scotland.
The registered office is
c/o Morton Fraser Solicitors, Quarter Mile 2, 2 Lister Square, Edinburgh, Scotland, EH3 9GJ.
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 a
mounts
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.
1.2
Going concern
At 31 January 20
true
21
the company's liabilities exceeded its assets. The company's fellow subsidiary continues to provide financial support
by not demanding repayment of the inter-company loan
. On this basis, the director considers it appropriate to prepare the accounts on a going concern basis.
1.3
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.
A financial instrument is a contract giving rise to a financial asset (such as trade and other debtors, cash and bank balances) or a financial liability (such as trade and other creditors, bank and other loans, hire purchase and lease creditors) or an equity instrument (such as ordinary or preference shares).
Financial instruments are recognised in the company's balance sheet when the company becomes a party to the contractual provisions of the instrument.
All the company's financial instruments are basic financial instruments and are recognised at amortised cost using the effective interest method.
Amortised cost:
the original transaction value, less amounts settled, less any adjustment for impairment.
Effective interest method:
where a financial instrument falls due more than 12 months after the balance sheet date and is subject to a rate of interest which is below a market rate, the original transaction value is discounted using a market rate of interest to give the net present value of future cash flows.
Derecognition of financial assets
Financial assets cease to be recognised only when the contractual rights to the cash flows expire, or when substantially all the risks and rewards of ownership are transferred to another entity.
Financial liabilities cease to be recognised when and only when the company's obligations are discharged, cancelled, or they expire.
HERITAGE PROJECTS (EDINBURGH) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2021
- 9 -
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2021
2020
Number
Number
Total
1
1
3
Creditors: amounts falling due within one year
2021
2020
£
£
Amounts owed to group undertakings
514,621
514,621
4
Called up share capital
2021
2020
2021
2020
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
75,000
75,000
75,000
75,000
5
Financial commitments, guarantees and contingent liabilities
The company has provided a guarantee against the group bank borrowings, supported by debentures over the company's assets comprising fixed and floating charges. The guarantee is limited to £1,741,250 (2020: £2,061,250).
6
Parent company
The company's immediate parent undertaking is Heritage Projects (Management) Limited, a company registered in England and Wales and which is the the parent of the largest group in which the company is a member. These financial statements form part of the consolidated financial statements of Heritage Projects (Management) Limited, copies of which are available from Companies House.
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