Bazalgette Finance pic - London Stock Exchange2016/09/27 · 2016. Balance sheet at 31 March 2016...

Bazalgette Finance pic

Annual report and financial statements For the 8 month period ended 31 March 2016 Registered number 09698014

Bazalgette Finance pic Annual report and financial statements

Contents

Directors and advisors 2

Strategic report 3

Directors' report 4

Statement of directors' responsibilities in respect of the Strategic report, the Directors' report and the financial statements 5

Independent auditor's report to the members of Bazalgette Finance plc 6

Profit and loss account 8

Other Comprehensive Income 8

Balance sheet as at 31 March 2016 8

Statement of Changes in Equity 9

Notes to the financial statements 1 O


Directors and advisors Directors holding office

Moira Turnbull-Fox

Jaroslava Korpancava

Alistair Ray

Gavin Tait

Company Secretary

Tracey Lee

Registered office

The Point

37 North Wharf Road

London

W21AF

Independent auditor

KPMG LLP

15 Canada Square

London

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Strategic report The directors present their strategic report for Bazalgette Finance pic for the 8 months and 10 days ended 31 March 2016 ("the 8 month period ended 31 March 2016").

Business review

Bazalgette Finance pic (the "Company") was incorporated on 22 July 2015 for the express purpose of the raising of finance on behalf of the Company's sister company, Bazalgette Tunnel Limited, for the purposes of Bazalgette Tunnel Limited's licenced activities and functions as the infrastructure provider for the design and construction of the Thames Tideway Tunnel.

The Company is a wholly owned subsidiary of Bazalgette Holdings Limited, which is in turn a wholly owned subsidiary of Bazalgette Ventures Limited, which is in turn a wholly owned subsidiary of Bazalgette Equity Limited, the ultimate holding company of the Bazalgette Equity Group.

Results and peñormance

The Company has not yet traded at the balance sheet date and recorded £nil profit for the 8 month period ended 31 March 2016.

Principal risks and uncertainties

The Company has not traded so there are no specific risks or uncertainties for the Company.

Future outlook

At the balance sheet date the Company had not traded but expects to issue and list bonds in the future for the purpose of providing finance on behalf of the Company's sister company Bazalgette Tunnel Limited.

This strategic report was approved by the Board of Directors on 21 July 2016 and signed on its behalf by:

B order of the board

Tracey Lee Company Secretary

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Directors' report The Directors present their report and the audited Financial Statements for the 8 month period ended 31 March 2016.

The registered company number is 09698014.

Results and dividend

During the 8 month period ended 31 March 2016 the Company reported £nil profit. The Directors do not intend to recommend a dividend for this year.

Directors

The following served as Directors during the period:

Moira Turnbull-Fox Andrew Freeman Jaroslava Korpancava Alistair Ray Gavin Tait

Appointed 17 March 2016 22 July 2015 22 July 2015 22 July 2015 22 July 2015

Resigned

17 March 2016

Directors' insurance and third party indemnity

The Bazalgette Holdings Group of which the Company is a subsidiary, operates a directors and officers insurance. There were no provisions for third party indemnities.

Employees

The Company has no employees

Charitable and Political contributions

The Company made no charitable donation during the period.

The Company made no political donations nor incurred any political expenditure during the period.

Events occurring after the reporting period

Details of any events occurring after the reporting period are included in note 6 to the financial statements

Disclosure of information to auditors

The directors who held office at the date of approval of this directors' report confirm that, so far as they are each aware, there is no relevant audit information of which the company's auditor is unaware; and each director has taken all the steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditors is aware of that information.

Auditor

In accordance with Section 489 of the Companies Act 2006, a resolution for the re-appointment of KPMG LLP as auditor of the company is to be proposed at the forthcoming Annual General Meeting.

4


Statement of directors' responsibilities in respect of the Strategic report, the Directors' report and the financial statements 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 they have elected to prepare the financial statements in accordance with UK Accounting Standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework.

Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the company and to prevent and detect 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 UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

The Point 37 North Wharf Road

London W21AF Tracey Lee

Company Secretary 21 July 2016

5


Independent auditor's report to the members of Bazalgette Finance pic We have audited the financial statements of Bazalgette Finance Pic for the 8 month period ended 31 March 2016 set out on pages 8 to 11. The financial reporting framework that has been applied in their preparation is applicable law and UK Accounting Standards (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework.

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.

Respective responsibilities of directors and auditor

As explained more fully in the Directors' Responsibilities Statement set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit, and express an opinion on, the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors.

Scope of the audit of the financial statements

A description of the scope of an audit of financial statements is provided on the Financial Reporting Council's website at www.frc.org.uk/auditscopeukprivate.

Opinion on financial statements

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 March 2016 and of its result for the 8 month period then ended;

• have been properly prepared in accordance with UK Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Opinion on other matter prescribed by the Companies Act 2006

In our opinion the information given in the Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements.

6


Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

• the financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

or and on behalf of KPMG LLP, Statutory Auditor

Chartered Accountants

15 Canada Square

London

E145GL

21 July 2016

7


Profit and loss account For the 8 month period ended 31 March 2016 The company has not traded and as such there are no items affecting profit or loss for the 8 month period ended 31 March 2016.

Other Comprehensive Income For the 8 month period ended 31 March 2016 There are no items affecting Other Comprehensive Income for the 8 month period ended 31 March 2016.

Balance sheet at 31 March 2016 Note 2016

£

Non-current assets

Current assets 1

Creditors: amounts falling due within one year

Net current assets 1

Non-current liabilities

Net assets 1

Total equity 4 1

The notes 1 to 6 form an integral part of these financial statements. These financial statements were approved by the Board of Directors on 21 July 2016 and were signed on its behalf by:

Gavin Tait Director Company registered number: 09698014

8


Statement of Changes in Equity

Share capital

£

Total equity

£

Balance at 22 July 2015

Profit or loss Other comprehensive income

Total comprehensive income for the period

Issue of shares

Total contributions by and distributions to owners

Balance at 31 March 2016 1 1

9


Notes to the financial statements

1 Accounting policies

Basis of preparation

These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework ("FRS 101"). The amendments to FRS 101 (2014/15 Cycle) issued in July 2015 and effective immediately have been applied.

In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of International Financial Reporting Standards as adopted by the RU ("Adopted IFRSs"), but makes amendments where necessary to comply with Companies Act 2006 and has set out below where advantage of FRS 1 01 disclosure exemptions have been taken.

The Company's parent undertaking Bazalgette Holdings Limited includes the company in its consolidated financial statements. The consolidated financial statements of Bazalgette Holdings Limited are prepared in accordance with International Financial Reporting Standards and are available to the public and may be obtained from the address on this page.

In these financial statements the Company has applied the exemptions available under FRS 101 in respect of the following disclosures:

• A cash flow statements and related notes; • Disclosures in respect of the compensation of key management personnel; and • The effects of new but not yet effective IFRSs

The Company proposes to continue to adopt the reduced disclosure framework of FRS 101 in its next financial statements.

The accounting policies set out below have been applied consistently to all periods presented in these financial statements.

Measurement convention

The financial statements are prepared in accordance with the historical cost accounting convention.

Going concern

The directors have undertaken a detailed review to assess the liquidity requirements of the Company compared against the cash and facilities available to the Company and have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing these financial statements.

2 Auditors remuneration

The auditor's remuneration for the audit of these financial statements was £2,000, wholly borne by Bazalgette Tunnel Limited.

3 Remuneration of directors

The directors of Bazalgette Finance pic did not receive any payments for their services during the 8 month period ended 31 March 2016.

4 Share capital

The Company has 1 ordinary share. Each share ranks equally for voting purposes for any dividend declared and distribution rights on a winding up.

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5 Immediate and ultimate parent company of a larger group

The Company is a wholly owned subsidiary of Bazalgette Holdings Limited (incorporated in the United Kingdom).

The Directors consider Bazalgette Equity Limited, (incorporated in the United Kingdom) to be the ultimate parent company. The smallest group in which the Company is incorporated is Bazalgette Holdings Limited. The largest group in which the results of the Company are consolidated is that headed by Bazalgette Equity Limited. No other group financial statements include the results of the Company.

Copies of consolidated financial statements of Bazalgette Equity Limited and Bazalgette Holdings Limited can be obtained from the Company Secretary at The Point, 37 North Wharf Road, London, W21AF.

6 Subsequent events occurring after the reporting date

On the 9 May 2016,49,999 ordinary shares with a nominal value of £1 each were allotted and fully paid in cash.

The European Investment Bank has provided a £700m long-term loan, expected to be drawn from 2018 in index-linked form. A bond issuance platform has been put in place and bond issues of £350m have been priced.

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