Company registration number SC333949 (Scotland)
WITHERBY PUBLISHING GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2022
WITHERBY PUBLISHING GROUP LIMITED
COMPANY INFORMATION
Directors
K Heathcote
I G Macneil
G Macrosson
D L Tait
J Machtelinckx
Secretary
Morton Fraser Secretaries Limited
Company number
SC333949
Registered office
27 Stafford Street
Edinburgh
United Kingdom
EH3 7BJ
Auditor
Azets Audit Services
Exchange Place 3
Semple Street
Edinburgh
United Kingdom
EH3 8BL
WITHERBY PUBLISHING GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of income and retained earnings
8
Balance sheet
9
Notes to the financial statements
10 - 23
WITHERBY PUBLISHING GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MAY 2022
- 1 -
The directors present the strategic report for the year ended 31 May 2022.
The principal activity of the company is that of publishing of operational guidance and technical standards for the shipping industry. In circumstances where guidance is not already published on behalf of a client industry trade association, this work is often developed in-house using subject matter experts or in conjunction with the most appropriate industry or national/international body or organisation.
The company is the trading entity within the Witherby Group.
Fair review of the business
The business operated from June 2021 to March 2022 with all staff working from home due to COVID 19 restrictions and following the advice of the Scottish Government. Staff returned to the office in March 2022 where a trial of a 4 day working week was adopted. The 4 day working week was reviewed after 6 months and this initial trial had proven successful, with no slippage in product delivery and staff working smarter to ensure their previous 5 day working week was accommodated within a 4 day week. The business has decided to continue to work on a 4 day week basis and continue to review its performance at regular intervals.
The Gross Profit for the year was £7,269,097 (2021: Gross Profit £6,755,416). The profit after tax for the year was £38,307 (2021: profit after tax £1,942,123) and shareholders’ funds stood at £7,813,733 (2021: £7,870,426).
The company remains in a strong position for the future.
Principal risks and uncertainties
Energy supplies - the business secured its gas supplies for office and warehouse heating in Spring 2021 and these prices were locked-in until Sep 2025.
Inflation - 2022 sees the UK experiencing high inflation rates of c.a. 10%. The main impact will be on the cost of paper purchased. This price will be taken into account in determining the RRP of publications and where required for large print runs, paper stocks are being secured ~4 months before they are required.
Currency risk - 2022 has seen the UK experience rapid changes in the exchange rate of the £GBP against the $USD and the €Euro. While 76% of sales occur outside the UK, all sales are made in £GBP.
Interest rates - The business has no debt and no plans for financing that will be affected by predicted interest rate increases.
Future developments
The business is focussed on fully commercialising Witherby Connect, its hybrid browser based eBook software, and the SHIPMOOR mooring analysis tool.
Development work in navigational publishing is focussing on expanding the range of the company’s Passage Planning Guides for shipping, with development ongoing on both the Suez Canal and the Turkish Straits. The technical department continues to focus on security issues affecting merchant shipping.
The update of a number of products will benefit from work conducted onboard the company’s research vessel, ASTRA, and product propositions and a pipeline of potential product ideas identified during ASTRA’s circumnavigation continue to be assessed.
The business continues to look for opportunities for acquisition or partnership, particularly in areas that complement our product portfolio or utilise our data assimilation skills.
The company will continue to be part of the Group.
WITHERBY PUBLISHING GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 2 -
Key performance indicators
Key performance indicators for the group are considered by the Directors to be profitability, capital position and charitable giving. It should be noted that charitable giving in the forthcoming year is expected to remain at a similar level to charitable giving over the last three years at approximately £150,000.
Post reporting date events
There have been no significant events affecting the Company since the year end.
K Heathcote
Director
14 December 2022
WITHERBY PUBLISHING GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MAY 2022
- 3 -
The directors present their annual report and financial statements for the year ended 31 May 2022.
Principal activities
The principal activity of the company continued to be that of
publishing of operational guidance and technical standards for the
shipping industry.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £95,000. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
K Heathcote
I G Macneil
G Macrosson
D L Tait
J Machtelinckx
Charitable donations
Various charitable donations were made during the year totalling £1
37
,
130
(202
1
: £1
55
,
661
).
Donations, individually or in total excess of £2,000 were made to the
following charities; WPG Charitable Trust
£
136,930.
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.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of
the fair review of the business, future developments, post reporting date events and an assessment of the business risks and uncertainties that have affected the company
.
WITHERBY PUBLISHING GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 4 -
Statement of disclosure to auditor
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
-
So far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and
-
the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
On behalf of the board
K Heathcote
Director
14 December 2022
WITHERBY PUBLISHING GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF WITHERBY PUBLISHING GROUP LIMITED
- 5 -
Opinion
We have audited the financial statements of Witherby Publishing Group Limited (the 'company') for the year ended 31 May 2022 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 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 31 May 2022 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'
r
eport 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.
WITHERBY PUBLISHING GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WITHERBY PUBLISHING GROUP 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 identifie
d
material misstatements in the strategic report or the directors'
r
eport
. 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'
r
esponsibilities
s
tatement, 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
.
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.
WITHERBY PUBLISHING GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WITHERBY PUBLISHING GROUP LIMITED
- 7 -
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
-
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
-
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
-
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
-
Reviewing minutes of meetings of those charged with governance;
-
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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.
Paul Hutchison BSc ACA (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
19 December 2022
Chartered Accountants
Statutory Auditor
Exchange Place 3
Semple Street
Edinburgh
United Kingdom
EH3 8BL
WITHERBY PUBLISHING GROUP LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 MAY 2022
- 8 -
2022
2021
Notes
£
£
Turnover
3
13,135,088
14,902,597
Cost of sales
(5,865,991)
(8,147,181)
Gross profit
7,269,097
6,755,416
Administrative expenses
(7,212,036)
(4,381,064)
Other operating income
23,928
27,535
Operating profit
4
80,989
2,401,887
Interest receivable and similar income
8
2,299
2,298
Interest payable and similar expenses
9
(55)
Profit before taxation
83,288
2,404,130
Tax on profit
10
(44,981)
(462,007)
Profit for the financial year
38,307
1,942,123
Retained earnings brought forward
6,775,596
5,523,473
Dividends
11
(95,000)
(690,000)
Retained earnings carried forward
6,718,903
6,775,596
The profit and loss account has been prepared on the basis that all operations are continuing operations.
WITHERBY PUBLISHING GROUP LIMITED
BALANCE SHEET
- 9 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
12
154,343
177,959
Tangible assets
13
2,592,801
2,314,876
Investments
14
19,050
19,050
2,766,194
2,511,885
Current assets
Stocks
16
563,292
535,334
Debtors
17
4,267,572
5,517,432
Cash at bank and in hand
1,444,500
827,943
6,275,364
6,880,709
Creditors: amounts falling due within one year
18
(982,412)
(1,366,611)
Net current assets
5,292,952
5,514,098
Total assets less current liabilities
8,059,146
8,025,983
Provisions for liabilities
Deferred tax liability
19
245,413
155,557
(245,413)
(155,557)
Net assets
7,813,733
7,870,426
Capital and reserves
Called up share capital
21
134,500
134,500
Share premium account
960,330
960,330
Profit and loss reserves
6,718,903
6,775,596
Total equity
7,813,733
7,870,426
The financial statements were approved by the board of directors and authorised for issue on 14 December 2022 and are signed on its behalf by:
I G Macneil
Director
Company Registration No. SC333949
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2022
- 10 -
1
Accounting policies
Company information
Witherby Publishing Group Limited is a
private
company
limited by shares
incorporated in
Scotland
.
The registered office is
27 Stafford Street, Edinburgh, United Kingdom, EH3 7BJ.
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 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.
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
.
T
he company has
therefore
taken advantage of
e
xemptions from the following disclosure requirements:
-
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
-
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues
: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
-
Section 26 ‘Share based Payment’
:
Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements
;
-
Section 33 ‘Related Party Disclosures’
:
Compensation for key management personnel
.
The financial statements of the company are consolidated in the financial statements of
Witherby Investments Limited
. These consolidated financial statements are available from its registered office,
27 Stafford Street, Edinburgh, EH3 7BJ.
1.2
Going concern
The directors have considered a period of at least twelve months from the date on which these financial statements have been signed and having considered all information available to them, believe it appropriate to prepare the financial statements on a going concern basis.
true
This assessment of going concern includes the existing impact of COVID-19 on the entity as the economy recovers from the pandemic, together with the current inflationary pressures impacting on costs. The directors are satisfied that it has adequate resources to continue to operate for the foreseeable future.
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
. Turnover represents income received from general trade publishing sales.
Revenue from the sale of goods is recognised when the significant 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.
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
1
Accounting policies
(Continued)
- 11 -
1.4
Intangible fixed assets other than goodwill
Intangible assets are
initially
recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Amortisation 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:
Publishing rights
50% on cost
Website
33% on cost
Trademark
12% on cost
1.5
Tangible fixed assets
Tangible fixed assets
are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:
Freehold property
2% on cost
Property improvements
Over the term of the lease
Plant and equipment
4% and 20% on cost
Equipment, Fixtures and fittings
33% on cost and 15% reducing balance
Library
33% on cost
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
.
1.6
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.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities
.
1.7
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).
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
1
Accounting policies
(Continued)
- 12 -
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost
is based on the cost of purchase on a first in, first out basis.
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.
1.9
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.
1.10
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.
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.
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
1
Accounting policies
(Continued)
- 13 -
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
paymen
ts 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. A
m
ounts 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.
1.11
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.
1.12
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.
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
1
Accounting policies
(Continued)
- 14 -
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.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense.
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
Leases
Rentals payable under operating leases,
including
any lease incentives received, are charged to
profit or loss
on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease
s
asset are consumed.
1.16
Government grants
Government grants are recognised at the fair value of the asset receive
d
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.
1.17
Foreign exchange
Transactions in currencies other than
pounds sterling
are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation
in the period
are included in profit or loss.
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 15 -
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.
The directors consider that there are no estimates or assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities.
3
Turnover and other revenue
2022
2021
£
£
Turnover analysed by class of business
Trade publishing sales
13,135,088
14,902,597
2022
2021
£
£
Turnover analysed by geographical market
United Kingdom
3,107,900
4,523,843
Rest of Europe
4,249,997
4,989,448
Rest of the World
5,777,191
5,389,306
13,135,088
14,902,597
2022
2021
£
£
Other revenue
Interest income
2,299
2,298
Royalty income
12,921
6,262
Grants received
1,065
10,977
Other operating income
9,942
10,296
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 16 -
4
Operating profit
2022
2021
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(53)
40
Government grants
(1,065)
(10,977)
Fees payable to the company's auditor for the audit of the company's financial statements
22,800
16,400
Depreciation of owned tangible fixed assets
186,597
179,022
Profit on disposal of tangible fixed assets
(2,000)
Amortisation of intangible assets
32,640
27,976
Operating lease charges
47,744
42,149
5
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
22,800
16,400
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
51
51
Their aggregate remuneration comprised:
2022
2021
£
£
Wages and salaries
4,165,430
2,420,586
Social security costs
503,356
288,184
Pension costs
60,527
59,098
4,729,313
2,767,868
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 17 -
7
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
2,693,576
1,033,569
Company pension contributions to defined contribution schemes
10,321
10,824
2,703,897
1,044,393
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2021 - 3).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2022
2021
£
£
Remuneration for qualifying services
2,336,536
336,709
8
Interest receivable and similar income
2022
2021
£
£
Interest income
Interest on bank deposits
1,649
1,685
Other interest income
650
613
Total income
2,299
2,298
9
Interest payable and similar expenses
2022
2021
£
£
Interest on bank overdrafts and loans
55
10
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
(44,948)
395,174
Adjustments in respect of prior periods
73
Total current tax
(44,875)
395,174
Deferred tax
Origination and reversal of timing differences
89,856
66,833
Total tax charge
44,981
462,007
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
10
Taxation
(Continued)
- 18 -
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:
2022
2021
£
£
Profit before taxation
83,288
2,404,130
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
15,825
456,785
Tax effect of expenses that are not deductible in determining taxable profit
34,780
851
Group relief
(8,419)
Research and development tax credit
(13,266)
Under/(over) provided in prior years
73
2,374
Fixed asset differences
(10,285)
Other permanent differences
(3,367)
Effect of increase in deferred tax rate
21,565
37,334
Enhanced capital allowance deductions
(27,262)
Taxation charge for the year
44,981
462,007
11
Dividends
2022
2021
£
£
Final paid
95,000
690,000
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 19 -
12
Intangible fixed assets
Publishing rights
Website
Trademark
Total
£
£
£
£
Cost
At 1 June 2021
9,351
60,589
200,000
269,940
Additions
9,024
9,024
Disposals
(34,093)
(34,093)
At 31 May 2022
9,351
35,520
200,000
244,871
Amortisation and impairment
At 1 June 2021
7,403
34,093
50,485
91,981
Amortisation charged for the year
1,948
7,391
23,301
32,640
Disposals
(34,093)
(34,093)
At 31 May 2022
9,351
7,391
73,786
90,528
Carrying amount
At 31 May 2022
28,129
126,214
154,343
At 31 May 2021
1,948
26,496
149,515
177,959
13
Tangible fixed assets
Freehold property
Property improvements
Plant and equipment
Equipment, Fixtures and fittings
Library
Total
£
£
£
£
£
£
Cost
At 1 June 2021
810,876
60,809
1,310,968
723,275
11,407
2,917,335
Additions
455,284
9,238
464,522
At 31 May 2022
810,876
60,809
1,766,252
732,513
11,407
3,381,857
Depreciation and impairment
At 1 June 2021
28,504
33,682
528,866
11,407
602,459
Depreciation charged in the year
16,218
7,601
62,763
100,015
186,597
At 31 May 2022
16,218
36,105
96,445
628,881
11,407
789,056
Carrying amount
At 31 May 2022
794,658
24,704
1,669,807
103,632
2,592,801
At 31 May 2021
810,876
32,305
1,277,286
194,409
2,314,876
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 20 -
14
Fixed asset investments
2022
2021
£
£
Unlisted investments
3,850
3,850
Other investments
15,200
15,200
19,050
19,050
Movements in fixed asset investments
Investments
Other
Total
£
£
£
Cost or valuation
At 1 June 2021
3,851
15,200
19,051
Disposals
(1)
-
(1)
At 31 May 2022
3,850
15,200
19,050
Impairment
At 1 June 2021
1
-
1
Disposals
(1)
-
(1)
At 31 May 2022
-
Carrying amount
At 31 May 2022
3,850
15,200
19,050
At 31 May 2021
3,850
15,200
19,050
15
Subsidiaries
Details of the company's subsidiaries at 31 May 2022 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Witherbys Publishing Limited
England and Wales
Ordinary
100.00
Seamanship International Limited
Scotland
Ordinary
100.00
Witherby Digital Limited
Scotland
Ordinary
100.00
16
Stocks
2022
2021
£
£
Raw materials and consumables
563,292
535,334
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 21 -
17
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
1,139,309
1,178,519
Corporation tax recoverable
423,267
368,336
Amounts owed by group undertakings
2,241,180
1,684,647
Other debtors
322,612
2,126,276
Prepayments and accrued income
141,204
159,654
4,267,572
5,517,432
18
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
210,006
80,370
Corporation tax
64,108
Other taxation and social security
54,812
70,395
Other creditors
18,691
31,394
Accruals and deferred income
698,903
1,120,344
982,412
1,366,611
19
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2022
2021
Balances:
£
£
Accelerated capital allowances
246,700
156,743
Retirement benefit obligations
(1,287)
(1,186)
245,413
155,557
2022
Movements in the year:
£
Liability at 1 June 2021
155,557
Charge to profit or loss
89,856
Liability at 31 May 2022
245,413
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 22 -
20
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
60,527
59,098
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.
21
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary 'A' shares of £1 each
67,250
67,250
67,250
67,250
Ordinary 'B' shares of £1 each
67,250
67,250
67,250
67,250
134,500
134,500
134,500
134,500
22
Operating lease commitments
Lessee
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:
2022
2021
£
£
Within one year
32,708
32,708
Between two and five years
86,347
119,055
119,055
151,763
23
Directors' transactions
Dividends totalling £95,000 (2021 - £690,000) were paid in the year to Witherby Investments Limited.
During the year the company made donations totalling £
136,930
(202
1
: £1
27
,
355
) to the Witherby
Publishing Group Trust. The Trust is controlled by I
G Macneil, K Heathcote and J Machtelinckx who are
all directors of the
company.
Interest free loans have been granted by the company to its directors as follows:
Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Loans
-
1,845,635
33,740
(1,879,375)
-
1,845,635
33,740
(1,879,375)
-
WITHERBY PUBLISHING GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 23 -
24
Ultimate controlling party
The company is a wholly owned subsidiary of Witherby Investments Limited, a company registered in Scotland which is the parent of the group which prepares consolidated financial statements. The company's registered office is 27 Stafford Street, Edinburgh, EH3 7BJ.
The ultimate controlling party is I G Macneil who owns 56% of the issued share capital.
2022-05-31
2021-06-01
false
CCH Software
CCH Accounts Production 2022.300
K Heathcote
I G Macneil
G Macrosson
D L Tait
J Machtelinckx
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