Company Registration No. 03341567 (England and Wales)
GLADMAN DEVELOPMENTS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
GLADMAN DEVELOPMENTS LIMITED
COMPANY INFORMATION
Directors
Mr D J Gladman
Mrs K J Gladman
Mr J M S Shepherd
Mr S D J Gladman
Mr D J S Shepherd
Mr J D S Shepherd
Dr E J A Gladman
Miss J E Gladman
Miss R J S Shepherd
Mrs V Hesson
Mrs J Warburton
Secretary
Mrs M Shepherd
Company number
03341567
Registered office
Gladman House
Alexandria Way
Congleton Business Park
Congleton
Cheshire
United Kingdom
CW12 1LB
Auditor
MBL (Business and Tax Advisers) Ltd
Mbl House
16 Edward Court
Altrincham Business Park
Altrincham
Cheshire
United Kingdom
WA14 5GL
Business address
Gladman House
Alexandria Way
Congleton Business Park
Congleton
Cheshire
United Kingdom
CW12 1LB
GLADMAN DEVELOPMENTS LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Statement of comprehensive income
11
Balance sheet
12 - 13
Statement of changes in equity
14
Statement of cash flows
15
Notes to the financial statements
16 - 33
GLADMAN DEVELOPMENTS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2020
- 1 -
The directors present the strategic report for the year ended 31 March 2020.
Directors' Duties
The directors of the company, as those of all UK companies, must act in accordance with a set of general duties. Those duties are detailed in section 172 of the UK Companies Act 2006. The following paragraphs summarise how the directors fulfil their duties.
Long Term Decision Making
The business is managed by the senior management team and the directors who are also the principal shareholders of the company. In the year there was a restructuring of shareholdings for the long-term security of the business. All members of the Senior Management team are now shareholders at varying levels, so all interests are aligned.
All directors together with the Senior Management team attend monthly board meetings and together make decisions on the strategic direction of the business.
Employee Engagement
The importance of our workforce is recognised, and an Employee representative Group was established in the year. The forum encourages feedback to the Senior Management team and ensures employees are engaged with wider company decision making. Mental Health Champions are established within the business and continue engagement and training with the wider team. Employees are also engaged in the wider success of the business via a Company Share Option Plan (CSOP).
Business Relationships
The business has a stable team of long-term partner businesses who provide the company with services, expertise, consultancy, materials, and the construction function, to complement the management and decision-making skills of Gladman Developments Limited's team of employees.
Community Matters
Each planning permission that has been granted provides a package of measures that contribute to the local community. These include affordable housing, local play areas and community improvements such as new schools and community cent
res
.
Fair review of the business
The principal activities of the company remained unchanged; however, given that office market values remain depressed, the shift in emphasis away from speculative development, with a strategy of greater focus on enhancing the value of landholdings by improving the planning status of sites has been continued with the planning work now representing the majority of the company's activity.
Significant success was obtained in gaining residential led planning permissions on sites in the financial year.
GLADMAN DEVELOPMENTS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 2 -
Principal risks and uncertainties
The directors are constantly mindful of various risks which could significantly impact on the financial performance of the business and comment upon these issues as follows:
a)
Major war/terrorism incident/natural disaster/Brexit
…which may impact on economic confidence and delay property investment decisions.
Given the relatively low level of spend on speculative development sites this is no longer seen as a risk to the commercial property part of the business. For the Planning Enhancement activities, the directors consider at this time that the fundamentals of housing demand will not alter greatly but that following such an event there would be short to medium term disturbance to the market leading to a temporary period of lower demand. Given the long-term nature of these activities the focus would be on cash management which is aided by significant amount of the businesses’ expenditure being with external consultants and hence capable of rapid adjustment.
b)
Borrowing facilities are reduced/terminated
This is not a situation which has ever occurred to the directors in over 30 years of property development. The directors remain extremely confident that their track record will ensure that adequate banking facilities will continue to be available to them for the foreseeable future.
c)
Major accident
The contractual structure of the company results in our development contractor, Gladman Homes LLP, being legally responsible for the construction process including health and safety issues and legislation.
However, since they are an associated business with close links, the directors are fully satisfied that Gladman Homes LLP gives sufficient priority, resources and emphasis to health & safety and in particular does not allow finance, deadlines or any other expediency to reduce its high standards in this regard.
Environmental issues
The products offered by the company are already highly regulated by the Government and their agencies to ensure greater sustainability, lower energy usage and environmental impact. The products have been regularly improved to ensure they significantly outperform the legal standards.
The directors are proud that they are often providing business premises in towns which have lost their traditional local industry/major employer and have subsequently had higher levels of unemployment and out commuting to more distant cities for employment.
The provision of local and modern business premises attracts new employers with corresponding decreases in out commuting and traffic.
This has significant benefits of reduced fuel use, better quality of life, and improved retail spending in the local shops, overall helping to create a more sustainable local community who can live, work and shop locally.
On sites where planning permission is gained, all sites comply with national and local planning policies to ensure environmental protections.
GLADMAN DEVELOPMENTS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 3 -
Development and performance
Trading through the period has resulted in a similar level of revenue compared to last year which the directors feel is a solid result in light of challenging market conditions. Continued focus on profitability will continue through the next twelve months as performance in both areas (particularly the planning permissions arena) continues at a similar level.
Economic Climate
The impact of the 2008 recession on the UK economy led to very difficult trading and market conditions for property developers, particularly those focusing on speculative developments. The demand for new build developments, both in terms of end users and investors, remained subdued throughout the period as the reduced levels of bank funding and loss of investor confidence impacted the markets.
The period under review showed activity at more or less normal levels for commercial property but still at historically depressed values for the office market. Given the improving, but still challenging conditions prevailing due to Covid-19 and Brexit, the directors have continued with the targets set in the previous years, with office development reduced to a very low level:
1. To increase value of land by enhanced planning permissions.
2. To focus on reducing WIP and stock of finished product.
3. To only speculatively construct on sites where demand is believed to be exceptional.
Achieving these targets, in the directors' opinion, has and will continue to produce sustained profit levels, setting a strong foundation for trading conditions over the next 12 months.
Key performance indicators
Profit ratios
Gross profit margin 2020 32.58% (2019 52.25%)
Net profit margin 2020 14.45% (2019 32.80%)
R.O.C.E (excluding interest) 2020 15.77% (2019 31.01%)
Total turnover 2020 £54,107,600 (2019 £53,209,902)
Solvency ratios
Current ratios 2020 25.35 (2019 17.76)
Capital ratios
Current creditors/ shareholders funds 2020 0.11 (2019 0.16)
Total liabilities / shareholders funds 2020 1.73 (2019 2.01)
Other performance indicators
Staff numbers were relatively stable through the year with some recruitment to reflect the growing work on planning permissions.
GLADMAN DEVELOPMENTS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 4 -
Environmental issues
The products offered by the company are already highly regulated by the Government and their agencies to ensure greater sustainability, lower energy usage and environmental impact. The products have been
regularly improved to ensure they significantly outperform the legal standards.
The directors are proud that they are often providing business premises in towns which have lost their traditional local industry/major employer and have subsequently had higher levels of unemployment and out commuting to more distant cities for employment.
The provision of local and modern business premises attracts new employers with corresponding decreases in out commuting and traffic.
This has significant benefits of reduced fuel use, better quality of life, and improved retail spending in the local shops, overall helping to create a more sustainable local community who can live, work and shop locally.
Future developments
The aims of the directors for the next year are unchanged:
1. To continue to work on enhancing the value of land through planning gain.
2. To continue to focus on reducing WIP and stock of finished products.
Mr J M S Shepherd
Director
21 October 2020
GLADMAN DEVELOPMENTS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2020
- 5 -
The directors present their annual report and financial statements for the year ended 31 March 2020.
Principal activities
The principal activities of the company remained unchanged; however given that office market values remain depressed there was a shift in emphasis away from speculative development, with a greater focus on enhancing the value of landholdings by improving the planning status of sites.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr D J Gladman
Mrs K J Gladman
Mr J M S Shepherd
Mr S D J Gladman
Mr D J S Shepherd
Mr J D S Shepherd
Dr E J A Gladman
Miss J E Gladman
Miss R J S Shepherd
Mrs V Hesson
Mr M A Twigg
(Resigned 5 August 2020)
Mrs J Warburton
Results and dividends
The profit for the year, after taxation, amounted to £6,277,791 (2019 - £15,405,542).
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Energy and carbon report
An ESOS audit was conducted for the financial year ending March 2019. We would anticipate that the results for the year ended 31 March 2020 were not significantly different from this. The table below summarises the consumption of fuels by site and transport where the consumption of energy is greater than 40,000 kWh. This accounts for 92% of the company’s total energy consumption.
Site Use Electricity Petrol Diesel Total kWh %
Congleton HQ 194.215 194,215 16.6
Livingston Scotland office 52,755 52,755 5.5
Newark Commercial 138,750 138,750 11.9
Scarborough Commercial 72,585 72,585 6.2
Company cars Business travel 45,807 228,356 274,163 23.4
Private cars Business travel 124,153 110,768 234,921 20.1
Car allowance Business travel 58,004 51,751 109,755 9.4
92.1
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per [XXXX], the recommended ratio for the sector.
[eg We have installed smart meters across all sites and increased video conferencing technology for staff meetings, to reduce the need for travel between sites. ]
GLADMAN DEVELOPMENTS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 6 -
Strategic report
Th
e 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.
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
Mr J M S Shepherd
Director
21 October 2020
GLADMAN DEVELOPMENTS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2020
- 7 -
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;
-
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
-
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.
GLADMAN DEVELOPMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GLADMAN DEVELOPMENTS LIMITED
- 8 -
Opinion
We have audited the financial statements of Gladman Developments Limited (the 'company') for the year ended 31 March 2020 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including a summary of 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 March 2020 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.
Without qualifying our opinion we draw attention to note 1.7 of the financial statements regarding the valuation of work in progress. The value of speculative sites included in work in progress at the year end was £101,283,790 (2019 £111,910,164).
In forming our opinion on the financial statements, which is not modified, we draw your attention to the directors’ view on the impact of COVID-19 as disclosed on page 3 and the consideration in the going concern basis of preparation on page 15. The full impact of COVID-19 is still unknown. It is therefore not possible to evaluate all the potential implications to the company’s trade, customers, suppliers and the wider economy.
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
-
the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
-
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue
.
GLADMAN DEVELOPMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GLADMAN DEVELOPMENTS LIMITED
- 9 -
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. 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
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 and the directors'
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 directors' 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.
GLADMAN DEVELOPMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GLADMAN DEVELOPMENTS LIMITED
- 10 -
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.
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.
Elaine Jess (Senior Statutory Auditor)
For and on behalf of MBL (Business and Tax Advisers) Ltd
21 October 2020
Chartered Accountants
Statutory Auditor
Mbl House
16 Edward Court
Altrincham Business Park
Altrincham
Cheshire
United Kingdom
WA14 5GL
GLADMAN DEVELOPMENTS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2020
- 11 -
2020
2019
Notes
£
£
Turnover
3
54,107,600
53,209,902
Cost of sales
(36,480,819)
(25,405,416)
Gross profit
17,626,781
27,804,486
Administrative expenses
(6,127,559)
(6,551,727)
Other operating income
1,181,438
1,737,576
Operating profit
4
12,680,660
22,990,335
Interest receivable and similar income
7
5,235,420
2,151,787
Interest payable and similar expenses
8
(10,100,127)
(6,091,686)
Profit before taxation
7,815,953
19,050,436
Tax on profit
9
(1,538,162)
(3,644,894)
Profit for the financial year
6,277,791
15,405,542
The profit and loss account has been prepared on the basis that all operations are continuing operations.
GLADMAN DEVELOPMENTS LIMITED
BALANCE SHEET
AS AT 31 MARCH 2020
31 March 2020
- 12 -
2020
2019
Notes
£
£
£
£
Fixed assets
Tangible assets
11
1,431,120
1,539,202
Investments
12
688,006
688,006
2,119,126
2,227,208
Current assets
Stocks
14
112,907,098
115,264,124
Debtors falling due after more than one year
15
3,628,623
7,997,434
Debtors falling due within one year
15
96,211,668
93,125,888
Cash at bank and in hand
5,073,254
4,758,698
217,820,643
221,146,144
Creditors: amounts falling due within one year
16
(8,448,465)
(12,004,202)
Net current assets
209,372,178
209,141,942
Total assets less current liabilities
211,491,304
211,369,150
Creditors: amounts falling due after more than one year
17
(131,080,624)
(137,217,454)
Provisions for liabilities
Deferred tax liability
19
8,834
19,178
(8,834)
(19,178)
Net assets
80,401,846
74,132,518
Capital and reserves
Called up share capital
21
97,500
105,963
Share premium account
22
21,236
21,236
Capital redemption reserve
23
168
168
Profit and loss reserves
80,282,942
74,005,151
Total equity
80,401,846
74,132,518
GLADMAN DEVELOPMENTS LIMITED
BALANCE SHEET (CONTINUED)
AS AT 31 MARCH 2020
31 March 2020
- 13 -
The financial statements were approved by the board of directors and authorised for issue on 21 October 2020 and are signed on its behalf by:
Mr J M S Shepherd
Director
Company Registration No. 03341567
GLADMAN DEVELOPMENTS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2020
- 14 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 April 2018
105,963
21,236
168
58,599,609
58,726,976
Year ended 31 March 2019:
Profit and total comprehensive income for the year
-
-
-
15,405,542
15,405,542
Balance at 31 March 2019
105,963
21,236
168
74,005,151
74,132,518
Year ended 31 March 2020:
Profit and total comprehensive income for the year
-
-
-
6,277,791
6,277,791
Issue of share capital
21
10,633
-
-
-
10,633
Reduction of shares
21
(19,096)
-
-
-
(19,096)
Balance at 31 March 2020
97,500
21,236
168
80,282,942
80,401,846
GLADMAN DEVELOPMENTS LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2020
- 15 -
2020
2019
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
26
17,813,773
(49,625,140)
Interest paid
(9,836,135)
(5,701,897)
Income taxes paid
(2,299,951)
(1,697,155)
Net cash inflow/(outflow) from operating activities
5,677,687
(57,024,192)
Investing activities
Purchase of tangible fixed assets
(69,460)
(151,001)
Interest received
2,175,347
248,531
Net cash generated from investing activities
2,105,887
97,530
Financing activities
Redemption of shares
(19,096)
-
Repayment of borrowings
(7,450,001)
(12,512,325)
Repayment of bank loans
-
71,387,158
Dividends paid
79
-
Net cash (used in)/generated from financing activities
(7,469,018)
58,874,833
Net increase in cash and cash equivalents
314,556
1,948,171
Cash and cash equivalents at beginning of year
4,758,698
2,810,527
Cash and cash equivalents at end of year
5,073,254
4,758,698
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
- 16 -
1
Accounting policies
Company information
Gladman Developments Limited is a
private
company
limited by shares
incorporated in England and Wales.
The registered office is
Gladman House, Alexandria Way, Congleton Business Park, Congleton, Cheshire, United Kingdom, CW12 1LB.
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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
In making their going concern assessment, the directors have prepared financial projections extending more than 12 months from the date of approval of these financial statements. The projections incorporate the known and likely impacts of COVID-19 and forecast continued profitability. These projections show that the company will be able to operate within their facilities over the forecasted period
true
The directors consider that the company has adequate resources to continue in operational existence for the forseeable future and thus the financial statements have been prepared on the going concern basis.
1.3
Turnover
The turnover is shown in the financial statements exclusive of Value Added Tax.
Turnover in respect of planning promotion agreements is recognised at the point at which the company becomes entitled to disposal proceeds under the terms of the promotion agreement contract.
The turnover shown in respect of completed commercial buildings represents the invoice value of the completed commercial buildings and land sold by the company. Income in respect of outright sales of completed buildings, where exchange and completion take place within a short time of each other, is recognised at the point that contracts have been unconditionally legally exchanged and the building is practically complete.
Rental income
Properties held as trading stock for re-sale are often let prior to sale in order to enhance the value for re-sale purposes. The properties let, however, remain reflected as trading stock as the company holds the assets with the sole intention of selling them. No assets are held for investment purposes or to profit from acting as a lessor under operating leases. Income from lettings is reflected in the financial statements as other operating income and is recognised on an accruals basis. Incentives given to tenants, such as rent free periods, are spread over the lease term, on a straight line basis.
1.4
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.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
1
Accounting policies
(Continued)
- 17 -
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:
Freehold land and buildings
2% straight line
Plant and equipment
15% straight line
Office equipment
33% straight line
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
.
1.5
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.
1.6
Impairment of fixed assets
At each reporting
period
end date, the
company
reviews the carrying amounts of its tangible
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.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
1
Accounting policies
(Continued)
- 18 -
1.7
Stocks
Stocks are valued at the lower of cost and net realisable value. Cost is computed on a first in first out basis.
The cost of work in progress includes materials, fees, direct advertising and marketing, direct wages, direct interest and certain direct administration overheads which contribute to bringing work in progress to their present location and condition.
Net realisable value is based on estimated selling price less the estimated cost of disposal.
Work in progress includes development sites under construction and completed sites. It also includes costs in relation to speculative sites where the company promotes other landowners' land through the planning process, for ultimate sale to residential property developers, under promotion agreements. The activity of the business is such that the individual projects are long term in nature.
Work in progress in relation to these speculative sites has been accounted for using the policy described above. However, it is uncertain that the net realisable values are equivalent to the carrying values reflected within work in progress. Realisation of the values reflected in the financial statements is largely dependent upon obtaining planning consent and being able to sell the enhanced site to developers. Given this, there is some uncertainty as to the net realisable value of each site. However, the directors consider that the planning processes are currently progressing well and each site is in a more positive state from a planning viewpoint than when the company acquired its interests and they are optimistic that enhanced planning consents will eventually be obtained.
Any failure to achieve planning permission would result in substantial write downs to the carrying values of the company's work in progress on the individual sites where permission was not granted and accordingly there is an uncertainty regarding the carrying values.
1.8
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
long term liabilities. The facility is a 6 year agreement to August 2024.
1.9
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.
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.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
1
Accounting policies
(Continued)
- 19 -
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
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.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
1
Accounting policies
(Continued)
- 20 -
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
s
ubsequently 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 th
r
ough 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.
1.10
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.
1.11
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The
company’s
liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the
company
has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
1
Accounting policies
(Continued)
- 21 -
1.12
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.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
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.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
1.15
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.
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant
effect on amounts recognised in the financial statements.
Work in progress
Work in progress includes costs in relation to speculative sites. As described in the accounting policy for stocks and work in progress, the individual projects are long term in nature therefore the directors have to use their judgement to estimate what the ultimate net realiseable value of these sites will be
.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
2
Judgements and key sources of estimation uncertainty
(Continued)
- 22 -
Useful economic lives of tangible fixed assets
A
s described in note 1.4 to the financial statements, depreciation of tangible fixed assets has been based on economic useful lives and residual values deemed appropriate by the directors. Estimated useful lives and residual values are reviewed annually and revised as appropriate. Revisions take into account estimated useful lives used by other companies operating in the sector and actual asset lives and residual values, as evidenced by disposals during current and prior accounting periods.
Work in progress
As described in note
1.7
to the financial statements, work in progress includes an estimate of direct administration overheads to be included in the cost of work in progress.
3
Turnover and other revenue
2020
2019
£
£
Turnover analysed by class of business
Commercial buildings, land and promotion agreements
54,107,600
53,209,902
2020
2019
£
£
Other significant revenue
Interest income
5,235,420
2,151,787
Rent receivable
507,492
1,063,754
Management fees
538,680
553,436
4
Operating profit
2020
2019
Operating profit for the year is stated after charging:
£
£
Depreciation of owned tangible fixed assets
177,542
162,276
Operating lease charges
118,893
136,470
5
Auditor's remuneration
2020
2019
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
16,500
16,000
For other services
Taxation compliance services
1,500
-
All other non-audit services
23,990
34,865
25,490
34,865
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 23 -
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2020
2019
Number
Number
Directors
11
9
Administration and management staff
183
188
Total
194
197
Their aggregate remuneration comprised:
2020
2019
£
£
Wages and salaries
9,366,388
9,515,908
Social security costs
1,140,698
1,198,724
Pension costs
1,031,287
822,406
11,538,373
11,537,038
7
Interest receivable and similar income
2020
2019
£
£
Interest income
Interest on bank deposits
32,366
8,806
Other interest income
5,203,054
2,142,981
Total income
5,235,420
2,151,787
Investment income includes the following:
Interest on financial assets not measured at fair value through profit or loss
32,366
8,806
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 24 -
8
Interest payable and similar expenses
2020
2019
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
8,759,549
4,633,058
Dividends on redeemable preference shares not classified as equity
79
79
Other interest on financial liabilities
1,313,170
1,458,549
10,072,798
6,091,686
Other finance costs:
Other interest
27,329
-
10,100,127
6,091,686
9
Taxation
2020
2019
£
£
Current tax
UK corporation tax on profits for the current period
1,548,506
3,012,451
Deferred tax
Origination and reversal of timing differences
(10,344)
632,443
Total tax charge
1,538,162
3,644,894
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:
2020
2019
£
£
Profit before taxation
7,815,953
19,050,436
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2019: 19.00%)
1,485,031
3,619,583
Tax effect of expenses that are not deductible in determining taxable profit
46,479
25,310
Tax effect of utilisation of tax losses not previously recognised
-
(630,237)
Permanent capital allowances in excess of depreciation
-
(2,205)
Amortisation on assets not qualifying for tax allowances
6,652
-
Other non-reversing timing differences
-
632,443
Taxation charge for the year
1,538,162
3,644,894
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 25 -
10
Dividends
Preference dividends in arrears total £79 (2019 - £-). The dividends are in arrears for the year ended 31st March 2020.
11
Tangible fixed assets
Freehold land and buildings
Plant and equipment
Office equipment
Total
£
£
£
£
Cost
At 1 April 2019
1,750,652
517,536
1,463,443
3,731,631
Additions
-
-
69,460
69,460
At 31 March 2020
1,750,652
517,536
1,532,903
3,801,091
Depreciation and impairment
At 1 April 2019
381,160
517,536
1,293,733
2,192,429
Depreciation charged in the year
35,013
-
142,529
177,542
At 31 March 2020
416,173
517,536
1,436,262
2,369,971
Carrying amount
At 31 March 2020
1,334,479
-
96,641
1,431,120
At 31 March 2019
1,369,492
-
169,710
1,539,202
Freehold land and buildings with a carrying amount of £1,334,479 (2019 - £1,369,492) have been pledged to secure borrowings of the company. The company is not allowed to pledge these assets as security for other borrowings or to sell them to another entity.
12
Fixed asset investments
2020
2019
£
£
Unlisted investments
688,006
688,006
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
12
Fixed asset investments
(Continued)
- 26 -
Movements in fixed asset investments
Investments other than loans
£
Cost or valuation
At 1 April 2019 & 31 March 2020
688,006
Carrying amount
At 31 March 2020
688,006
At 31 March 2019
688,006
13
Financial instruments
2020
2019
£
£
Carrying amount of financial assets
Instruments measured at fair value through profit or loss
688,006
688,006
14
Stocks
2020
2019
£
£
Work in progress
112,907,098
115,264,124
Work in progress is stated after provisions for impairment of £10,521,125 (2019 £9,250,476).
The total carrying amount of work in progress pledged as security for liabilities by a first legal charge is £5,387,500 (2019 £9,794,700).
The amount of interest included in the cost of work in progress in the year is £4,113,345 (2019 £1,056,447).
15
Debtors
2020
2019
Amounts falling due within one year:
£
£
Trade debtors
18,213,006
14,532,652
Unpaid share capital
10,633
-
Other debtors
74,342,843
74,004,308
Prepayments and accrued income
3,645,186
4,588,928
96,211,668
93,125,888
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
15
Debtors
(Continued)
- 27 -
2020
2019
Amounts falling due after more than one year:
£
£
Trade debtors
1,978,623
6,347,434
Other debtors
1,650,000
1,650,000
3,628,623
7,997,434
Total debtors
99,840,291
101,123,322
16
Creditors: amounts falling due within one year
2020
2019
£
£
Trade creditors
2,670,806
5,521,604
Corporation tax
1,548,506
2,299,951
Other taxation and social security
1,602,203
1,318,479
Dividends payable
79
-
Other creditors
2,234,029
1,933,510
Accruals and deferred income
392,842
930,658
8,448,465
12,004,202
17
Creditors: amounts falling due after more than one year
2020
2019
Notes
£
£
Bank loans and overdrafts
18
85,000,000
85,000,000
Other borrowings
18
41,876,704
49,326,705
Accruals and deferred income
4,203,920
2,890,749
131,080,624
137,217,454
At the balance sheet date secured creditors amounted to £85,000,000 (2019 £85,000,000). Secured creditors comprise loans totalling £85,000,000 (2019 £85,000,000) which are secured by a fixed and floating charge over the assets of the company.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 28 -
18
Loans and overdrafts
2020
2019
£
£
Bank loans
85,000,000
85,000,000
Preference shares
792
792
Loans from related parties
41,875,912
49,325,913
126,876,704
134,326,705
Payable after one year
126,876,704
134,326,705
Bank loans are secured by a fixed and floating charge over the assets of the company.
19
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2020
2019
Balances:
£
£
Accelerated capital allowances
8,834
19,178
2020
Movements in the year:
£
Liability at 1 April 2019
19,178
Credit to profit or loss
(10,344)
Liability at 31 March 2020
8,834
20
Retirement benefit schemes
2020
2019
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
1,031,287
822,406
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.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 29 -
21
Share capital
2020
2019
2020
2019
Ordinary share capital
Number
Number
£
£
Issued and not fully paid
Ordinary shares of £1 each
77,125
-
77,125
-
A Ordinary shares 50p of 50p each
20,375
-
10,188
-
B Ordinary shares 50p of 50p each
20,375
-
10,187
-
A Ordinary shares of £1 each
-
61,960
-
61,960
B Ordinary shares of £1.77 each
-
24,800
-
43,896
Non voting Ordinary shares of 1p each
-
107
-
107
117,875
86,867
97,500
105,963
Preference shares of £1 each
792
792
-
-
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
21
Share capital
(Continued)
- 30 -
There are 4 classes of shares in issue. The
voting rights,
restrictions on the distributions and the repayment of capital are detailed below:
The preference shares have no votes, carry the right to a fixed cumulative preferential dividend equal to 10% per annum of their issue price and on a return of assets, capital reduction or otherwise (other than a conversion or purchase of shares) or on an exit, have the right to payment of the issue price of such shares and any arrears of preference dividend and (when aggregated with the said issue price) as a class the next £60,000,000 of value.
The
Ordinary £1
shares have attached to them 1 vote per share, rights to a dividend (after the preference dividend) if one is declared and (after payment of amounts due on the preference shares) rights on a capital distribution (including on winding up) or exit equal to any arrears of dividend, the issue price of such shares and otherwise pro rata between all ordinary
and A
shares
up to an exit of £100,000,00 and thereafter with the B shares .T
hey do not confer any rights of redemption.
The
A Ordinary 50p
shares have attached to them 1 vote per share, rights to a dividend (after the preference dividend) if one is declared and (after payment of amounts due on the preference shares) rights on a capital distribution (including on winding up) or exit equal to any arrears of dividend, the issue price of such shares and otherwise pro rata between all ordinary
and A
shares
up to an exit of £100,000,00. T
hey do not confer any rights of redemption.
The
B Ordinary 50p
shares have attached to
them no
vote
s
per share, rights to a dividend (after the preference dividend) if one is declared and (after payment of amounts due on the preference shares) rights on a capital distribution (including on winding up) or exit equal to any arrears of dividend, the issue price of such shares
.
and otherwise pro rata between all ordinary
and B
shares
above an exit of £100,000,00 .T
hey do not confer any rights of redemption.
In the previous year the voting rights,
restrictions on the distributions and the repayment of capital are detailed below:
The
Ordinary
A shares have attached to them 100 votes per share, rights to a dividend (after the preference dividend) if one is declared and (after payment of amounts due on the preference shares) rights on a capital distribution (including on winding up) or exit equal to any arrears of dividend, the issue price of such shares and otherwise pro rata between all ordinary shares on the basis of the number of such shares in issue, they do not confer any rights of redemption.
The B shares have attached to them 177 votes per share, rights to a dividend (after the preference dividend) if one is declared and (after payment of amounts due on the preference shares) rights on a capital distribution (including on winding up) or exit equal to any arrears of dividend, the issue price of such shares and otherwise pro rata between all ordinary shares on the basis of the number of such shares in issue, they do not confer any rights of redemption.
The non voting shares have no votes attached to them, rights to a dividend (after the preference dividend) if one is declared and (after payment of amounts due on the preference shares) rights on a capital distribution (including on winding up) or exit equal to any arrears of dividend, the issue price of such shares and otherwise pro rata between all ordinary shares on the basis of the number of such shares in issue, they do not confer any rights of redemption.
After payment of the preference share dividend, any further dividends will be distributed among the holders of the A Ordinary Shares, the B Ordinary Shares and the Non Voting Shares to the exclusion of any one or more class or to the Ordinary Shares (pari passu as if they constituted Shares of the same class) as the directors may resolve pro rata to their respective holdings of such of the A Ordinary Shares, the B Ordinary Shares and the Non Voting Shares or the Ordinary Shares (as the case may be).
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
21
Share capital
(Continued)
- 31 -
During the year, 1,063,260 non voting ordinary 1p
shares were issued at nominal value and are unpaid at the year end.
The total non voting ordinary 1p shares were consolidated into £1 ordinary shares totalling £10,740.
The ordinary £1.77 shares were converted into £1 ordinary shares. There was a capital reduction of 77p on each share totalling £19,096.
20,375 of the £1 ordinary shares were converted to A ordinary 50p shares.
20,375 of the £1 ordinary shares were converted to B ordinary 50p shares.
22
Share premium account
This reserve records the amount above the nominal value received for shares sold, less transaction costs.
23
Capital redemption reserve
This reserve records the nominal value of shares repurchased by the company.
24
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:
2020
2019
£
£
Within one year
86,931
110,328
Between two and five years
36,725
82,644
123,656
192,972
25
Related party transactions
2020
2019
Amounts due to related parties
£
£
Other related parties
46,355,635
52,134,241
Other related parties includes entities in which the controlling directors and shareholders of Gladman Developments Limited, Mr D J Gladman, Nr J M S Shephers and Mrs K J Gladman have a significant influence over.
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
25
Related party transactions
(Continued)
- 32 -
The following amounts were outstanding at the reporting end date:
2019
Amounts due from related parties
£
Other related parties
74,121,084
Other information
Mr D J Gladman and Mr J M S Shepherd have provided personal guarantees in respect of the loan facilities. If Gladman Developments Limited is required to pay any amount to any person by virtue of the Gladman Commercial Properties loan constituting employer related investment debt Mr D J Gladman and Mr J M S Shepherd will within 5 days of the date of such payment, contribute an amount equal to such payment to Gladman Developments Limited as a new shareholder injection, provided that if a declared default has occurred at the time such payment is due, the payment shall be made to the security agent.
Gladman Homes LLP is a Limited Liability Partnership in which Mr D J Gladman, Mrs K J Gladman, Mr J M S Shepherd have an interest and are designated members.
Gladman Homes LLP have provided a guarantee for the loan facility. Should Gladman Developments Limited not pay any amount comprised in its obligations under the loan agreement when due, Gladman Homes LLP will pay the amount due as if it were the principal obligor. If any obligation guaranteed by it is or becomes unenforceable, invalid or illegal, it will, as an independent and primary obligation, indeminfy the lender immediately on demand against any cost, loss or liability it incurs as a result of Gladman Developments Limited not paying any amount which would, but for such unenforceability, invalidity or illegality, have been payable by it under any loan agreement on the date when it would have been due.
26
Cash generated from/(absorbed by) operations
2020
2019
£
£
Profit for the year after tax
6,277,791
15,405,542
Adjustments for:
Taxation charged
1,538,162
3,644,894
Finance costs
10,100,127
6,091,686
Investment income
(5,235,420)
(2,151,787)
Depreciation and impairment of tangible fixed assets
177,542
162,276
Movements in working capital:
Decrease/(increase) in stocks
2,357,026
(8,794,435)
Decrease/(increase) in debtors
4,353,737
(63,379,396)
Decrease in creditors
(1,755,192)
(603,920)
Cash generated from/(absorbed by) operations
17,813,773
(49,625,140)
GLADMAN DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
- 33 -
27
Analysis of changes in net debt
1 April 2019
Cash flows
31 March 2020
£
£
£
Cash at bank and in hand
4,758,698
314,556
5,073,254
Borrowings excluding overdrafts
(134,326,705)
7,450,001
(126,876,704)
(129,568,007)
7,764,557
(121,803,450)
2020-03-31
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false
CCH Software
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Mrs K J Gladman
Mr J M S Shepherd
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Mr J D S Shepherd
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Miss J E Gladman
Miss R J S Shepherd
Mrs V Hesson
Mr M A Twigg
Mrs J Warburton
Mrs J Warburton
Mrs M Shepherd
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