Registered number: 09937735
FAIRLINE YACHTS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPANY INFORMATION
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M Hicks (appointed 16 August 2023)
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H Katechia (appointed 16 August 2023)
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Nene Valley Business Park
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CLA Evelyn Partners Limited
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Chartered Accountants & Statutory Auditor
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CONTENTS
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Directors' Responsibilities Statement
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Independent Auditor's Report
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Statement of Comprehensive Income
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Statement of Changes in Equity
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Notes to the Financial Statements
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STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The directors present the Strategic Report for the year ended 31 December 2022.
The Company designs and manufactures luxury motor yachts in Oundle, England, which are then sold to a worldwide network of over 40 independent dealerships.
Business review
The results of the Company for the year under review show turnover of £48m (2021 - £31m), up 55%. an operating loss of £18.1m (2021 - loss of £17.7m). 2022 remained a challenging year for the Company as the operations and hence the results were impacted by shortages of key parts due to the disruption of the availability of key commodities in the global supply chain affecting all global markets. These factors increased the time taken to manufacture the boats and subsequently impacted the efficiency of production during the year.
The challenges in the global supply chain remain and together with the global economic impact of the Ukraine War since February 2022, we anticipate further economic uncertainty throughout 2023.
Despite this, the Company has continued to invest in new product development as part of its new product investment strategy. The launch of a new Squadron 68 a Phantom 65 as well as new entry (Targa 40) and mid sized (58 range) models. The new Squadron 68 was launched in Southampton in March 2022, the new Phantom 65 was launched at the Cannes Yachting Festival in September 2022 & most recently the new Squadron 58 was launched in Southampton in September 2023.
The new product launches were very positively received by the market with the Phantom 65 winning the Best Exterior Design trophy at the 2022 World Yachts Trophies awards held at Cannes in September 2022. The only boat shows held in 2021 was the Cannes and Southampton boat shows, which resulted in strong sales for the Company as retail and dealer appetite for the products continued to grow. With the easing of Covid 19 restrictions in 2022 the boat show cycles started to return to normal regularity with the full European and UK boat season kicking off in September 2022.
The demand for our models has remained strong and the Sales team has continued to strengthen our dealer network globally as well building out the sales order book to beyond 2025.
In December 2022, the Company announced the return of Boats.co.uk as the dealer for the east coast of UK and the Balearics. Boats.co.uk is one the UK's largest boat sales centers was previously a Fairline dealer for 12 years and its return represented a clear demonstration of the Company's continued focus of strengthening the global dealer network. This strategy has continued into 2023 with stronger dealers being appointed across the USA as well as Europe.
In June 2021, Fairline Yachts Holdings Limited became the sole shareholder of Fairline Yachts Limited with significant additional investment injected and a new board of directors appointed. Fairline Yachts Limited is ultimately owned by Hanover Active Equity Fund Il, S.C. SICAV RAIF.
The auditors qualified opinion noted in the Auditors report relates to the opening position of stock in 2021 accounts which was prior to the ownership of Fairline by Hanover. This qualification only impacts the 2021 comparative numbers and does not have any impact in the 2022 reported numbers in these financial statements.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Looking forward, the new board of directors and the Company's leadership team will remain focused on extending the product offering, reviewing product pricing to ensure market competitiveness. continuous improvement of our dealer network, improving relationships with suppliers, and better after sales support to the entire network. In addition, we will focus on production and operational efficiency. improving technology and continued development of KPls and KCls to enable the Company to meet its short and medium-term goals.
Principal risks and uncertainties
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The business is subject to a number of risks as described below, but the major factor affecting it and the industry is the macro economic outlook. The Company addresses this risk by carefully monitoring economic indicators and forward projections, investing in new models, assisting and developing the dealer network and monitoring all significant KPI’s to ensure the Company continues to be right sized for market conditions it faces.
Covid-19
Covid-19 had a dramatic impact on business across the global economy and industries, including Fairline. This risk is being managed by implementing comprehensive safe working practices across all parts of the organisation. Furthermore, a Crisis Management Team has been formed at an executive level to ensure implementation of any rapid government policy changes in a proactive and dynamic way.
Brexit & global supply chain
Post Brexit and the impact of the global supply chain disruption on our key suppliers remains a risk and is being monitored and managed to ensure impact is minimised as far as possible.
Financial key performance indicators
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Price risk
Fluctuation in the procurement cost of raw materials impacts the financial performance of the Company. This risk is managed through competitive tendering processes and ongoing close relationships with key suppliers. Where appropriate, annual fixed price contracts are in place. The Company protects its price positioning through regular reviews of the technical specification and a continuous focus on product quality and margin retention.
Exchange rate risk
The majority of the Company sales are in GBP however the business has started to invoice in non GBP currency mainly USD.
Credit risk
All sales are secured with a non refundable deposit, and on larger models, a series of staged payments at predefined stages of manufacture. All boats are fully paid prior to release from the factory. These receivables are controlled by the contractual relationships with the dealer network which are both robust and strictly enforced.
Liquidity risk
The Company operates an industry standard contractual relationship with its dealer network - its customers and as part of their contract, dealers are obliged to maintain a minimum stocking level. This rolling inventory requirement forms the basis for forward production planning with the deposits and stage payments received pre and during build used for liquidity and associated payments to suppliers.
Non-financial risk
The Company manages regulatory and compliance risks through ensuring suitably experienced individuals are employed with responsibility for the timely resolution to regulatory change. The Company is an active member of British Marine, the UK trade body.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Directors' statement of compliance with duty to promote the success of the Company
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In accordance with section 172 of the Companies Act 2006 each of our directors’ act in the way he considers, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:
∙the likely consequences of any decision in the long-term,
∙the interests of the Company's employees,
∙the need to foster the Company's business relationships with suppliers, customers and others,
∙the impact of the Company's operations on the community and the environment,
∙the desirability of the Company maintaining a reputation for high standards of business conduct, and
∙the need to act fairly as between members of the Company.
This report was approved by the board and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The directors present their report and the financial statements for the year ended 31 December 2022.
The loss for the year, after taxation, amounted to £18,116k (2021 - £17,673k).
No dividends were paid or proposed during the year (2021 - £Nil).
The directors who served during the year were:
P J Grys (resigned 16 August 2023)
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P M Pankhania (resigned 17 March 2023)
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The Company continued to invest in new product development with the launch of a new Squadron 68. a Phantom 65 as well as new entry (Targa 40) and mid sized (58 range) models. The new Squadron 68 was launched in Southampton in March 2022, the new Phantom 65 was launched at the Cannes Yachting Festival in September 2022 & most recently the new Squadron 58 was launched in Southampton in September 2023.
Engagement with employees
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The Company provides regular information to employees on matters of concern to them, consulting with them individually and through their representatives, so that their views can be taken into account when making decisions affecting their interests. The Company encourages the involvement of employees via their regular work committee meetings, chaired by the Human Resources director, and engagement at senior management round table meetings.
Engagement with suppliers, customers and others
The board take account of the views, opinions and interests of all relevant stakeholders when reaching their decisions. The board receives a variety of forms of information that facilitates proper consideration of the impact of the decisions on stakeholders.
At the time of writing, the Company ends 2023 with most of 2024 production slots sold and allocated out to 2025 thanks to a renewed enthusiasm and passion for boating from consumers around the world supported by a well-established dealer network who have supported Fairline through a difficult period for the industry as a whole. This coupled with an exciting new product development strategy, an experienced senior management team, a right sized skilled workforce, supportive supply base and a supportive shareholder in Fairline Yachts Holding Limited together will ensure the continued upward trajectory of Fairline towards a sustainable and profitable future.
Fairline continues to monitor all negative impacts from Brexit and Ukraine war and actively works to manage any disruption to the supply chain in collaboration with a supportive supply base who Fairline would like to thank for their continued support during a difficult period to enable to business to return to a stable platform to grow in the future.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
The Company is committed to employment policies which follow best practice. based on equal opportunities for all employees, irrespective of race, sex, colour, disability or marital status. Application for employment by disabled persons are always considered, bearing in mind the abilities of the applicant concerned. If members of staff become disabled the Company continues employment, either in the same or an alternative position, with appropriate retraining if necessary. It is the policy of the Company that the training. career development and promotion of disabled persons should as far as possible, be identical to that of abled bodied employees.
Qualifying third-party indemnity provisions
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During 2022, the Company had qualifying third-party indemnity provisions in force for the benefit of the directors against any liability in respect of proceedings brought by third-parties. subject to conditions set out in section 234 of the Companies Act 2006. The indemnity provisions were in force at the date of signing this report.
Going concern
The results of the Company for the year under review show turnover of £48.3m (2021 - £31.1m). up 55%, a gross loss of £4.1m (2021 - loss £1.2m), and a loss for the financial year of £18.1m (2021 - £17.7m).
The Company meets its day to day working capital requirement from cashflows generated from operations and banking facilities provided by regulated financial institutions.
In evaluating the Company's going concern assumption the directors have reviewed the draft unaudited actual results for 2023 to date, the forecast for the remainder of 2023 and into 2024. The unaudited actual results to date for 2023 have been impacted by global supply chain uncertainties however are showing a improvement on 2022 as the business implements their change strategy. The forecast for the 2024 shows an improvement in both turnover and profitability as the business returns to a stable platform, with improvements in operational performance and is supported by a good forward order sales book. The directors have concluded these represent management's best estimates of the likely scenario to occur. Additionally, the directors continuously review impacts to forecasted operations and cashflow on a weekly basis.
The directors have worked with the ultimate shareholder and other financial institutions and have increased financing facilities to support the business going forward. The Company has received equity funding from the ultimate shareholder in 2023 to cover its working capital needs. The directors believe these facilities along with cashflow from operations allows the Company to operate within its financing needs. The Company has received a letter of support from the ultimate shareholder in terms of the further funding.
After consideration of the matters above, the directors are still of the opinion that it remains appropriate to prepare the financial statements on a going concern basis. As noted above the directors continuously monitor the impact of the global supply chain on the financial statements, performance. and cashflow of the Company.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Disclosure of information to auditor
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Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the directors are aware, there is no relevant audit information of which the Company's auditor is unaware, and
∙the directors have taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Post balance sheet events
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The Directors are of the opinion that the following post balance sheet events should be noted:
The conversion of shareholder loans included in 2022 balance sheet of £9.22m in September 2023 to ordinary share capital, The impact is to reduce the shareholder loans by £9.22m and increase share capital and shareholder equity by £9.22m. if the conversion had occurred prior to 31 Dec 2022 the balance sheet would have been as shown below:
Further equity funding has been provided in 2023 by the ultimate shareholder.
Fairline have completed the sale and leaseback transaction in 2023 on their freehold property.
The auditor, CLA Evelyn Partners Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent; and
∙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 to 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.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FAIRLINE YACHTS LIMITED
Qualified opinion
We have audited the financial statements of Fairline Yachts Limited (the 'Company') for the year ended 31 December 2022 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).
In our opinion, except for the possible effects on the corresponding figures of the matter described in the basis for qualified opinion section of our report, the financial statements:
∙give a true and fair view of the state of the Company's affairs as at 31 December 2022 and of its loss 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.
Basis of qualified opinion
We were not appointed as auditor of the company until after 31 December 2020 and thus did not observe the counting of physical inventories at the end of the that year.
We were unable to satisfy ourselves by alternative means; the percentage of completion and hence valuation of yachts under construction in closing work in progress stock totalling £8,072,000 held as at 31 December 2020 by using other audit procedures. Consequently, we were unable to determine whether there was any consequential effect on the cost of sales for the year ended 31 December 2021.
Our audit opinion on the financial statements for the period ended 31 December 2021 was modified accordingly. Our opinion on the current period’s financial statements is also modified because of the possible effect of this matter on the comparability of the current period’s figures and the corresponding figures.
In addition, were any adjustments to the work in progress stock balance to be required the Strategic Report would also need to be amended.
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 qualified opinion.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FAIRLINE YACHTS LIMITED (CONTINUED)
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Emphasis of matter - reliance on ultimate shareholder
We draw attention to note 2.3 of the financial statements, which describes the Company’s reliance on the its ultimate shareholder, Hanover Active Equity Fund II, S.C.A.SICAV-RAIF for support. Our opinion is not modified in this respect.
Other information
The other information comprises the information included in the Annual Report and Financial Statements, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the Annual Report and Financial Statements. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning the valuation of work in progress of £8,072,000 held at 31 December 2020. We have concluded that where the other information refers to the work in progress balance or related balances such as cost of sales, it may be materially misstated for the same reason.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FAIRLINE YACHTS LIMITED (CONTINUED)
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.
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Matters on which we are required to report by exception
Except for the matter described in the basis for qualified opinion section of our report, 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 Director's Report.
Arising solely from the limitation on the scope of our work relating to inventory, referred to above:
∙we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and
∙we were unable to determine whether adequate accounting records have been kept.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
∙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.
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Responsibilities of directors
As explained more fully in the Directors’ Responsibilities Statement set out on page 7, 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.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FAIRLINE YACHTS LIMITED (CONTINUED)
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We understand that the Company complies with the framework through:
∙Updating operating procedures. manuals and internal controls as legal and regulatory requirements change;
∙The director's close involvement in the day-to-day running of the business. meaning that any litigation or claims would come to their attention directly: and
∙The engagement of external experts to ensure ongoing compliance.
In the context of the audit, we have considered those laws and regulations which determine the form and content of the financial statements and which are central to the Company's ability to conduct business and where failure to comply could result in material penalties. We have identified the following laws and regulations as being of significance in the context of the Company:
∙Health and Safety Executive laws with respect to health and safety in the workplace; and
∙The Companies Act 2006 and FRS 102 in respect of the preparation and presentation of the financial statements.
We performed the following procedures to gain evidence about compliance with the significant laws and regulations identified above:
∙Enquired of management and those charged with governance as to the risks of non-compliance and any instances thereof;
∙Reviewed minutes of meetings of those charged with governance;
∙Reviewed correspondence with third party management experts; and
∙Obtained written management representations regarding disclosure of any non-compliance with laws and regulations.
Whilst completing the above procedures it was noted that during the year the Company was defending a prosecution from the Health and Safety Executive following an incident at its premises. Following the prosecution, external advisors were engaged to identify areas of non-compliance with regards to health and safety and produce a report summarising their findings. This report was used to draw up and implement new and improved health and safety regulations to help prevent and mitigate any further incidents from occurring. As at 31 December 2022 a provision for prosecution was included within the Statement of Financial Position following legal advice.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FAIRLINE YACHTS LIMITED (CONTINUED)
The senior statutory auditor led a discussion with senior members of the engagement team regarding the susceptibility of the entity’s financial statements to material misstatement, including how fraud might occur. The key areas identified as part of the discussion were with regard to the manipulation of the financial statements through manual journals and incorrect recognition of revenue. These areas were communicated to other members of the engagement team not present at the discussion.
The procedures carried out to gain evidence in the above areas included:
∙Evaluation of the design effectiveness of management's controls designed to prevent and detect irregularities:
∙Testing of a sample of manual journal entries, selected through applying specific risk assessments applied based on the entity's processes and controls surrounding manual journal entries; Reviewing and challenging estimates made by management;
∙Reviewing and challenging estimates made by management; and
∙Substantive testing of revenue transactions.
The senior statutory auditor was satisfied that the engagement team collectively had the appropriate competence and capabilities to identify or recognise irregularities.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
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 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.
Stephen Drew (Senior Statutory Auditor)
for and on behalf of
CLA Evelyn Partners Limited
Chartered Accountants
Statutory Auditor
103 Colmore Row
Birmingham
B3 3AG
21 December 2023
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
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Interest receivable and similar income
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Interest payable and similar expenses
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Loss for the financial year
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There was no other comprehensive income for 2022 (2021 - £Nil).
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The notes on pages 17 to 35 form part of these financial statements.
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FAIRLINE YACHTS LIMITED
REGISTERED NUMBER:09937735
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BALANCE SHEET
AS AT 31 DECEMBER 2022
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Provisions for liabilities
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Capital contribution reserve
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Shareholders' (deficit)/surplus
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FAIRLINE YACHTS LIMITED
REGISTERED NUMBER:09937735
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BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2022
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 17 to 35 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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Capital contribution reserve
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At 1 January 2021 (as previously stated)
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Prior year adjustment - correction of error
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At 1 January 2021 (as restated)
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Comprehensive loss for the year
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Loss for the year (as restated)
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Contributions by and distributions to owners
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Shares issued during the year
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At 1 January 2022 (as previously stated)
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Prior year adjustment - correction of error
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At 1 January 2022 (as restated)
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Comprehensive loss for the year
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Fairline Yachts Limited a private company, limited by shares, domiciled and incorporated in England and Wales (registered number: 09937735). The registered office address is Nene Valley Business Park, Oundle, Peterborough, Cambridgeshire, PE8 4HN.
The Company's functional and presentational currency is GBP.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
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Financial Reporting Standard 102 - reduced disclosure exemptions
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The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); and
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Fairline Yachts Holding Limited as at 31 December 2022 and these financial statements may be obtained from Companies House.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
The results of the Company for the year under review show turnover of £48.3m (2021 - £31.1m). up 55%, a gross loss of £4.1m (2021 - loss £1.2m), and a loss for the financial year of £18.1m (2021 - £17.7m).
The Company meets its day to day working capital requirement from cashflows generated from operations and banking facilities provided by regulated financial institutions.
In evaluating the Company's going concern assumption the directors have reviewed the draft unaudited actual results for 2023 to date, the forecast for the remainder of 2023 and into 2024. The unaudited actual results to date for 2023 have been impacted by global supply chain uncertainties however are showing a improvement on 2022 as the business implements their change strategy. The forecast for the 2024 shows an improvement in both turnover and profitability as the business returns to a stable platform, with improvements in operational performance and is supported by a good forward order sales book. The directors have concluded these represent management's best estimates of the likely scenario to occur. Additionally, the directors continuously review impacts to forecasted operations and cashflow on a weekly basis.
The directors have worked with the ultimate shareholder and other financial institutions and have increased financing facilities to support the business going forward. The Company has received equity funding from the ultimate shareholder in 2023 to cover its working capital needs. The directors believe these facilities along with cashflow from operations allows the Company to operate within its financing needs. The Company has received a letter of support from the ultimate shareholder in terms of the further funding.
After consideration of the matters above, the directors are still of the opinion that it remains appropriate to prepare the financial statements on a going concern basis. As noted above the directors continuously monitor the impact of the global supply chain on the financial statements, performance. and cashflow of the Company.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:
Sale of yachts
Turnover from the sale of yachts is recognised when all of the following conditions are satisfied:
∙The yacht has been marked as complete after quality inspection;
∙The final invoice has been raised; and
∙A Notice of Completion has been issued to the dealer.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in profit or loss in the same period as the related expenditure.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer's interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to profit or loss over its useful economic life.
When the excess is negative, the negative goodwill arising is recognised separately on the face of the Balance Sheet and released up to the fair value of the non-monetary assets as the non-monetary assets are recovered and otherwise in the periods expected to be benefited.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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Assets under construction
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Assets under construction are represented by costs incurred to internally develop moulds used in the production process. Costs incurred to develop these moulds are capitalised to tangible fixed assets as incurred. Once the moulds are completed, the total costs incurred over the development period will be depreciated over the useful life of the asset.
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Leased assets: the Company as lessor
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Where assets leased to a third party give rights approximating to ownership (finance lease), the lessor recognises as a receivable an amount equal to the net investment in the lease i.e. the minimum lease payments receivable under the lease discounted at the interest rate implicit in the lease. This receivable is reduced as the lessee makes capital payments over the term of the lease.
A finance lease gives rise to two types of income: profit or loss equivalent to the profit or loss resulting from outright sale of the asset being leased, at normal selling prices, reflecting any applicable discounts, and finance income over the lease term.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include materials, labour attributable overheads.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.
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Provisions for liabilities
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Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Financial assets and financial liabilities are recognised in the Balance Sheet when the Company becomes a party to the contractual provisions of the instrument.
Trade and other debtors and creditors are classified as basic financial instruments and measured on initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the Company will not be able to collect all amounts due.
Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank, short-term bank deposits with an original maturity of three months or less and bank overdrafts which are an integral part of the Company’s cash management.
Financial liabilities and equity instruments issued by the Company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
Interest bearing bank loans, overdrafts and other loans which meet the criteria to be classified as basic financial instruments are initially recorded at the present value of cash payable to the bank, which is ordinarily equal to the proceeds received net of direct issue costs. These liabilities are subsequently measured at amortised cost, using the effective interest rate method.
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Judgements in applying accounting policies and key sources of estimation uncertainty
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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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The items in the financial statements where these judgements and estimates have been made include the following:
Stocks: Work in progress
Management estimate and calculate the absorption rates to be applied to work in progress/boats based on the manufacturing overheads that are incurred in the production process. Management also calculate the percentages of completion relating to WIP based on the amount of time spent on boats in production in comparison to the expected time to be spent.
Allowance for slow moving, damaged and obsolete stock
Management assesses whether inventory is impaired by comparing its cost to its estimated selling price less costs to complete and sell. Where an impairment is necessary, inventory/WIP items are written down to selling price less costs to complete and sell. The write down is included in cost of sales.
Impairment of tangible and intangible assets
Management reviews and tests the carrying value of intangible and tangible assets when events or changes in circumstances suggest that the carrying amount may not be recoverable. When such indicators exist, management determine the recoverable amount by performing value in use and fair value calculations. These calculations require the use of estimates and assumptions. When it is not possible to determine the recoverable amount for an individual asset, management assesses the recoverable amount for the cash generating unit to which the asset belongs.
Useful lives of tangible assets
Management reviews the estimated useful lives of tangible assets when changing circumstances indicate that they may have changed since the most recent reporting date.
Provisions
Provisions are inherently based on assumptions and estimates using the best information available.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
The whole of the turnover is attributable to the Company's principal activity.
Analysis of turnover by country of destination:
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The operating loss is stated after charging/(credit):
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Other operating lease rentals
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Non-underlying costs mainly relate to management fees and transformation costs.
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During the year, the Company obtained the following services from the Company's auditor and its associates:
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Fees payable to the Company's auditor and its associates for the audit of the Company's financial statements
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The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent company.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Staff costs, including directors' remuneration, were as follows:
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Cost of defined contribution scheme
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The average monthly number of employees, including the directors, during the year was as follows:
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The highest paid director received remuneration of £250k (2021 - £475k).
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The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £Nil (2021 - £Nil).
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During the year retirement benefits were accruing to Nil directors (2021 - Nil) in respect of defined contribution pension schemes.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Interest payable and similar expenses
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Other loan interest payable
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Loans from related parties
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Current tax on loss for the year
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Taxation on loss on ordinary activities
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
10.Taxation (continued)
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Factors affecting tax charge for the year
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The tax assessed for the year is higher than (2021 - higher than) the standard rate of corporation tax in the UK of19% (2021 - 19%). The differences are explained below:
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Loss on ordinary activities before tax
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Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
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Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
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Capital allowances for year in excess of depreciation
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Adjustments to tax charge in respect of prior periods
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Adjustments to tax charge in respect of prior periods - deferred tax
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Other tax adjustments, reliefs and transfers
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Income not taxable for tax purposes
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Remeasurement of deferred tax for changes in tax rates
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Deferred tax not recognised
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Movement in deferred tax not recognised
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Total tax credit for the year
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Factors that may affect future tax charges
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At the year end, the Company has an unprovided tax asset of £9.5m (2021 - £9.7m) in relation to carried forward tax losses. These losses are available for relief against future trading profits. This potential deferred tax asset has not been recognised due to the uncertainty as to when it will be realised.
Finance Act 2021 includes legislation to increase the main rate of corporation tax from 19% to 25% from 1 April 2023.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Freehold and leasehold property
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Plant, machinery and moulds
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Assets under construction
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Transfers between classes
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Freehold property includes and amount of £200k (2021 - £200k) in respect of freehold land.
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The net book value of land and buildings may be further analysed as follows:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Raw materials and consumables
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Work in progress (goods to be sold)
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The carrying value of stocks are stated net of impairment losses totalling £1.6m (2021 - £0.6m).
Boats included in work in progress at 31 December 2022 have been pledged as security in terms of the other loans balance included in Note 15.
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Amounts owed by group undertakings
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Prepayments and accrued income
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Charged to profit or loss
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The provision for warranty represents estimated costs to be incurred for work under warranty on yachts sold. The provision is determined with reference to the rate for products still under cover and the average cost of the work performed. The warranties last one or two years and the provision will be utilised over this period.
Where leasehold properties become vacant, the Company provides for all costs, net of any anticipated income, to the end of the lease or the anticipated date of the disposal or sub-lease.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Allotted, called up and fully paid
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43,000,000 Ordinary shares of £1.00 each
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Each share ranks pari passu and has full rights in the Company with respect to voting, dividends and distributions in a winding up. none of the shares are redeemable.
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Share premium account
This represents the excess over par value paid for the Company's shares.
Capital contribution reserve
This represents the contributions made by shareholders.
Profit and loss account
This reserve relates to the cumulative retained earnings less amounts distributed to shareholders.
In June 2019, Fairline Yachts Limited entered into lease agreements for the properties they operate from and it was noted that these lease agreements included certain obligations relating to dilapidation provisions that were not previously accounted for in the Company's financial statements.
During 2023, a professional valuer prepared a schedule of dilapidations after inspections were done on the properties on 02 August 2023, 03 August 2023 and 28 September 2023 in terms of the estimated costs that were expected at the date of the report and that were also expected at the end of the leases.
Furthermore after inspection of this report, it was noted that the Company had obligations that arose in the 2019, 2020 and 2021 financial years that were not included and recorded in the financial statements. Based on recalculations done, that took into account the details included in the report it was noted that the following financial impact relating to the provisions had not been accounted for and which resulted in a prior period adjustment.
The amount of the correction for each line item of the balance sheet affected was:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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At 31 December the Company had capital commitments as follows:
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Contracted for but not provided in these financial statements
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The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £192k (2021 - £360k). Contributions totalling £79k (2021 - £67k) were payable to the fund at the reporting date.
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Commitments under operating leases
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At 31 December the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Related party transactions
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The Company has taken advantage of the exemption in FRS 102 Section 33.1A to not disclose transactions with wholly owned group entities.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
The immediate parent undertaking is Fairline Yachts Holding Limited, a company registered in England and Wales.
The ultimate parent undertaking is FYH (Holding) Limited, a company registered in England and Wales.
The smallest and largest group of undertakings for which group accounts for the year ending 31 December 2022 have been drawn up, is that headed by Fairline Yachts Holding Limited. The registered office address of Fairline Yachts Holding Limited is 25 Savile Row, London, W1S 2ER. Copies of the group accounts are available from Companies House.
The directors do not consider there to be an ultimate controlling party.
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