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REGISTERED NUMBER:
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STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
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FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2019 |
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FOR |
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ASTRASEAL (HOLDINGS) LIMITED |
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REGISTERED NUMBER:
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STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
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FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2019 |
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FOR |
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ASTRASEAL (HOLDINGS) LIMITED |
ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2019 |
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Page |
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Company Information | 1 |
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Strategic Report | 2 |
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Report of the Directors | 3 |
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Report of the Independent Auditors | 5 |
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Statement of Comprehensive Income | 7 |
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Balance Sheet | 8 |
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Statement of Changes in Equity | 9 |
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Notes to the Financial Statements | 10 |
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ASTRASEAL (HOLDINGS) LIMITED |
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COMPANY INFORMATION |
FOR THE YEAR ENDED 31 MARCH 2019 |
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DIRECTORS: |
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SECRETARY: |
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REGISTERED OFFICE: |
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REGISTERED NUMBER: |
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AUDITORS: |
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Eagle House |
28 Billing Road |
Northampton |
Northamptonshire |
NN1 5AJ |
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BANKERS: |
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22-24 Upper Marlborough Road |
St Albans |
Hertfordshire |
AL1 3AL |
ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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STRATEGIC REPORT |
FOR THE YEAR ENDED 31 MARCH 2019 |
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The directors present their strategic report for the year ended 31 March 2019. |
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REVIEW OF BUSINESS |
The results for the year and financial position of the company are as shown in the annexed financial |
statements. |
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SIGNED BY ORDER OF THE DIRECTORS: |
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ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 MARCH 2019 |
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The directors present their report with the financial statements of the company for the year ended 31 March 2019. |
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PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of a holding company and as such |
does not trade but receives dividends from its trading subsidiary. |
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DIVIDENDS |
Dividends of £715,439 were paid during the year ended 31 March 2019. |
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DIRECTORS |
The directors shown below have held office during the whole of the period from 1 April 2018 to the date of this |
report. |
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STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial |
statements in accordance with applicable law and regulations. |
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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), including |
Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of |
Ireland'. 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: |
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- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the
company will continue in business. |
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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. |
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STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the |
Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps |
that he ought to have taken as a director in order to make himself aware of any relevant audit information and |
to establish that the company's auditors are aware of that information. |
ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 MARCH 2019 |
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AUDITORS |
The auditors, DNG Dove Naish LLP, Statutory Auditor, will be proposed for re-appointment at the |
forthcoming Annual General Meeting. |
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SIGNED BY ORDER OF THE DIRECTORS: |
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REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
ASTRASEAL (HOLDINGS) LIMITED |
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Opinion |
We have audited the financial statements of Astraseal (Holdings) Limited (the 'company') for the year ended |
31 March 2019 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of |
Changes in Equity 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 Financial Reporting Standard 102 'The Financial Reporting |
Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting |
Practice). |
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In our opinion the financial statements: |
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give a true and fair view of the state of the company's affairs as at 31 March 2019 and of its profit for the
year then ended; |
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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. |
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Basis for opinion |
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 Auditors' |
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. |
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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: |
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the directors' use of the going concern basis of accounting in the preparation of the financial statements is
not appropriate; or |
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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. |
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Other information |
The directors are responsible for the other information. The other information comprises the information in the |
Strategic Report and the Report of the Directors, but does not include the financial statements and our Report |
of the Auditors thereon. |
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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. |
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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. |
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Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
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the information given in the Strategic Report and the Report of the Directors for the financial year for which
the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and the Report of the Directors have been prepared in accordance with applicable
legal requirements. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
ASTRASEAL (HOLDINGS) LIMITED |
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Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of |
the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors. |
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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: |
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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. |
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Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 necessary to enable the preparation of financial |
statements that are free from material misstatement, whether due to fraud or error. |
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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. |
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Auditors' 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 a Report of the Auditors 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. |
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A further description of our responsibilities for the audit of the financial statements is located on the Financial |
Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our |
Report of the Auditors. |
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Use of our 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 a Report of the Auditors 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. |
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for and on behalf of
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Eagle House |
28 Billing Road |
Northampton |
Northamptonshire |
NN1 5AJ |
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ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 MARCH 2019 |
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2019 | 2018 |
Notes | £ | £ |
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TURNOVER |
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Administrative expenses |
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OPERATING LOSS | 4 | ( |
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Income from shares in group
undertakings |
5 |
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PROFIT BEFORE TAXATION |
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Tax on profit | 6 |
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PROFIT FOR THE FINANCIAL YEAR |
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OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR |
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ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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BALANCE SHEET |
31 MARCH 2019 |
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2019 | 2018 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Investments | 8 |
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CURRENT ASSETS |
Cash at bank |
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CREDITORS |
Amounts falling due within one year | 9 |
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NET CURRENT ASSETS/(LIABILITIES) |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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CAPITAL AND RESERVES |
Called up share capital | 10 |
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Share premium | 11 |
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Capital redemption reserve | 11 |
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Retained earnings | 11 |
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SHAREHOLDERS' FUNDS |
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The financial statements were approved by the Board of Directors on
its behalf by: |
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ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 MARCH 2019 |
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Called up | Capital |
share | Retained | Share | redemption | Total |
capital | earnings | premium | reserve | equity |
£ | £ | £ | £ | £ |
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Balance at 1 April 2017 |
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Changes in equity |
Dividends | - | ( |
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Total comprehensive income | - | 646,802 | - |
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646,802 |
Balance at 31 March 2018 |
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Changes in equity |
Dividends | - | ( |
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Total comprehensive income | - |
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Balance at 31 March 2019 |
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ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2019 |
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1. | STATUTORY INFORMATION |
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Astraseal (Holdings) Limited is a private company, limited by shares, registered in England and Wales. |
The company's registered number and registered office address can be found on the Company |
Information page. |
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemption in preparing these financial |
statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and |
Republic of Ireland": |
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• | the requirements of Section 7 Statement of Cash Flows. |
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Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
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3. | EMPLOYEES AND DIRECTORS |
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No salaries or wages have been paid to employees, including the directors, during the year. |
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2019 | 2018 |
£ | £ |
Directors' remuneration |
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4. | OPERATING LOSS |
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DIRECTORS' EMOLUMENTS |
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Directors' emoluments are paid by the subsidiary company, Graham Holmes Astraseal Limited, as |
follows: |
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Directors' aggregate emoluments in respect of qualifying services for the year amounted to £401,565 |
(2018 - £360,970). |
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There are five directors accruing benefits under defined contribution pension schemes, amounting to |
£14,624 (2018 - £14,519) in the year. |
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The emoluments for the highest paid director were £135,833 (2018 - £114,218) and amounts payable |
to money purchase pension schemes were £4,577 (2018 - £4,705). |
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The company's audit fee of £2,800 (2018: £2,800) is paid by the subsidiary company. |
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5. | INCOME FROM SHARES IN GROUP UNDERTAKINGS |
2019 | 2018 |
£ | £ |
Shares in group undertakings |
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ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2019 |
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6. | TAXATION |
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Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 March 2019 nor for the year ended |
31 March 2018. |
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7. | DIVIDENDS |
2019 | 2018 |
£ | £ |
Ordinary Class B shares of £1 each |
Interim |
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8. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 April 2018 |
and 31 March 2019 |
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NET BOOK VALUE |
At 31 March 2019 |
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At 31 March 2018 |
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ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2019 |
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8. | FIXED ASSET INVESTMENTS - continued |
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The company's subsidiary undertakings are stated as follows: |
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Graham Holmes Astraseal Limited |
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Win-dor Limited |
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M S Building
Services Limited |
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Country of
Incorporation |
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England & Wales |
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England & Wales |
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England & Wales |
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Location | Wellingborough | Wellingborough | Wellingborough |
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Class of shares |
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Ordinary shares of
£1 each |
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Ordinary shares
of £1 each |
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Ordinary shares
of £1 each |
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Holding | 1,000 | - | - |
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Cost | £1,128,000 | - | - |
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Proportion held | 100% | - | - |
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Nature of business |
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Manufacture and
sale of UPVC windows, doors and conservatories |
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Dormant |
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Dormant |
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Aggregate capital
and reserves as at 31st March 2019 |
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£8,628,764 |
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£80,491 |
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£150 |
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Profit for the
financial year |
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£1,236,007 |
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£Nil |
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£Nil |
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The following sub-group structures give rise to the above indirect holdings : |
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Graham Holmes Astraseal Limited owns 100% (150 shares) of Class A shares and 100% (62,790) of |
Class B shares in Win-dor Limited and also owns 100% (150 shares) of the ordinary shares in M S |
Building Services Limited. |
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9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2019 | 2018 |
£ | £ |
Proposed dividends | - | 23,923 |
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10. | CALLED UP SHARE CAPITAL |
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Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2019 | 2018 |
value: | £ | £ |
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Ordinary Class B | £1 | 72,000 | 72,000 |
ASTRASEAL (HOLDINGS) LIMITED (REGISTERED NUMBER: 03729141) |
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NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2019 |
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11. | RESERVES |
Capital |
Retained | Share | redemption |
earnings | premium | reserve | Totals |
£ | £ | £ | £ |
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At 1 April 2018 |
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1,032,606 |
Profit for the year |
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Dividends | ( |
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At 31 March 2019 |
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1,056,499 |
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12. | RELATED PARTY DISCLOSURES |
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The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 |
'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related |
party transactions with wholly owned subsidiaries within the group. |
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Guarantees with group companies |
Cross guarantees have been given in favour of Barclays Bank Plc in respect of monies owing by the |
Astraseal (Holdings) Limited group of companies. |
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13. | ULTIMATE CONTROLLING PARTY |
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Mr A McKeown owns the majority of the Ordinary Share Capital of the company and as such controls |
the company. |