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Mr Johnson’s Loan bore interest during the year at 5% (2019: 5% pa), however he has chosen to forego the interest in the year. Mr Johnson is no longer a Director, but he served as a Director for part of the year and remains a shareholder. Mr Dubois’s Loan, which is from his Pension Fund of which he is the sole beneficiary, was at 12% pa interest (2019: 12% pa).

Mrs S Johnson, wife of Mr C C Johnson provided a Loan of £380,000 which bore interest of 5% pa (2019: nil), to Selmat, a subsidiary of the Group. This has been included within Mr C C Johnson’s loan balance above.

During the year rents were paid of £10,000 (2019: £10,259) to the Combe Bank Homes Pension Scheme which owns the freehold offices at Chequers Barn. Mr C C Johnson is a Trustee and Beneficiary of that Pension Scheme.

Prior to Mr P Treadaway’s appointment as a Director, charges of £70,108 were paid to him in reolation to consultancy services.

During the year payments were made to Mr D Stocks of £68,936 for consultancy services.

18. SHARE OPTIONS AND WARRANTS

There are no share options or warrants as at the year end.

On 14 July, 2020 warrants to subscribe for ordinary shares of 0.01p were granted as follows: -

Subscribers to the placing effected in July 2020 were granted warrants to subscribe for up to 937,500,000 shares for a period of two years, exercisable at 0.2p per share;

Peterhouse Capital Limited was granted warrants to subscribe for shares equivalent up to 3% of the issued ordinary share capital for a period of two years, exercisable at 0.08p per share.

Further, on 1 July, 2020, £600,000 of convertible loan notes were issued to Mr C C Johnson as part of arrangements to reorganise loans between him and the Group. The notes are convertible into 300,000,000 ordinary shares at 0.2p per share for a period of two years. On conversion, warrants to subscribe for up to 300,000,000 ordinary shares will be granted to Mr C C Johnson, exercisable for a period of two years from the date of grant at 0.2p per share.

19. CATEGORIES OF FINANCIAL INSTRUMENTS

All financial instruments are measured under IFRS 9 at amortised cost.

Capital risk management

The Group considers its capital to comprise its share capital and share premium. The Group’s capital management objectives are to safeguard the entity’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders and to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.

Significant Accounting Policies

Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed on pages 21 to 27 to these financial statements.

Foreign currency risk

The Group has minimal exposure to the differing types of foreign currency risk. It has no foreign currency denominated monetary assets or liabilities and does not make sales or purchases from overseas countries.

Interest rate risk

The Group is sensitive to changes in interest rates principally on the loans from Lloyds Bank, where interest is charged on a variable rate basis. The Paragon mortgages are based on a fixed rate for the first 5 years of the 7 year term.

The impact of a 100 basis point increase in interest rates on these loans would result in additional interest cost for the year of £ 14,794 (2019: £25,025).

Credit risk management

Credit risk refers to the risk that a counter-party will default on its contractual obligations resulting in financial loss to the Group.

Liquidity risk management

This is the risk of the Group not being able to continue to operate as a going concern.

The Directors have, after careful consideration of the factors set out above, concluded that it is appropriate to adopt the going concern basis for the preparation of the financial statements and the financial statements do not include any adjustments that would result if the going concern basis was not appropriate.

17. RELATED PARTY TRANSACTIONS

Mr C C Johnson holds 38.3% (2019: 43.94%) of the total issued share capital of the Group as at 31 March 2020

During the year four properties were sold by TNH to another Group Company, Selmat, at market value

Mr D C Stocks held 80,330,532 ordinary shares of the Group as at 31 March 2020. He has since sold his entire shareholding.

Mr P Treadaway held 106,484,658 ordinary shares of the Group as at 31 March, 2020.

Further details relating to an issue of shares post last year end can be found under note 18.

The following working capital loans have been provided by the Directors:

15. SHARE CAPITAL

     Authorised share capital

16. SHARE PREMIUM ACCOUNT

On 31 May 2019 £62,500,000 Ordinary shares of 0.1p were issued at 0.4p per share.

Ordinary shares entitle the holder to receive notice of and to attend or vote at any general meeting of the Company or to receive dividends or other distributions.

Deferred shares do not entitle the holder to receive notice of and to attend or vote at any general meeting of the Company or to receive dividends or other distributions. Upon winding up or dissolution of the Company the holders of deferred shares shall be entitled to receive an amount equal to the nominal amount paid up thereon, but only after holders of Ordinary shares have received £ 100,000 per Ordinary Share. Holders of deferred shares are not entitled to any further rights of participation in the assets of the Company. The Company has the right to purchase the deferred shares in issue at any time for no consideration.

Issued, allotted and fully paid

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