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Mr Johnson’s Loan bore interest during the year at 5% (2021: 5% pa), but he has chosen to forego the interest except on the first £500,000 (2021: exception first £ 500,000 of capital upon which interest is paid at 5%). Mr Johnson was due interest of £25,000 in the year (whilst this has not been paid, this has been provided for under accruals) (2021:£25,000). Mr Johnson is no longer a Director of Trafalgar Property Group Plc, but remains a director of other entities to the Group and remains a shareholder. Mr Dubois’s Loan, which is from his Pension Fund of which he is the sole beneficiary, was paid interest of £12,000 (2021:£32,761) at 12% pa interest (2021: 12% pa). This loan was fully repaid on 16th May 2022.

Mrs S Johnson, wife of Mr C C Johnson had originally provided a loan of £380,000 (2021: £ 380,000) to Selmat, a subsidiary of the Group, which was reduced in the year to £33,255, (2021: £380,000) which bore interest of 5% pa, (2021: 5% pa). This has been included within Mr C C Johnson’s loan balance above. This loan has been repaid in full post year end – see note 23.

During the year rents were paid of £10,000 (2021: £7,692) 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.

During the year payments were made to Mr N Lott of £2,500 (2021: £9,998) for consultancy services.

During the year payments amounting to £4,250 (2021: nil) were made to Real Time Accounting Ltd for bookkeeping services. Gary Thorneycroft is a majority shareholder and director of Real Time Accounting Ltd.

18 SHARE OPTIONS AND WARRANTS

During the financial year to 31 March 2022, no changes have taken place with regards to the shares and warrants issued.

However on 18 November, 2021, a loan facility for up to £200,000 was entered into with Mr C C Johnson comprising B convertible loan notes repayable on 30 November 2022 and convertible at any time at an exercise price of 0.7p per share. £80,000 was drawn down initially, as at 31 March 2022 this loan facility was fully drawn down. The loan facility is convertible into up to 28,571,429 new ordinary shares of 0.1p at 0.7p per share.

Since the year end, the Company has agreed with Mr C C Johnson a consolidation and variation of terms of the two unsecured convertible loans notes and director debt held by Mr C C Johnson. Details of this arrangement are given in post year end Note 23 to these accounts.

19 CAPITAL CONTRIBUTION RESERVE

The capital contribution reserve of £ 157,777 related to the renegotiation of interest accruing on loans to Mr G Howard – a related party. Interest has reduced from 10% pa to 5% pa for the entire term of the loans and is now non compound. However interest has been paid on one loan of £ 100,000 at the rate of 10% pa and this has not been affected and continues to be paid monthly.

20 PRIOR YEAR ADJUSTMENT

There has been a prior year adjustment between the loan note equity reserve account and the retained losses brought forward of £ 33,058 (2021:nil). This has no effect on the overall equity of the Company.

21 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 priocing products and services commensurately with the level or 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 convertible debt are disclosed on pages 22 to 30 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 where interest is charged on a variable rate basis. This risk has been minimized by:

- the bank loan being repaid in full during the year, which was on a variable rate basis,

- renegotiation of interest rates on some of the other loans from 10% to 5% (all fixed rates),

- partial repayments made in the year on other loans and,

- the Paragon mortgages which are on a fixed rate for the first five years of the seven 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 £nil (2021: £nil).

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.

Derivative financial instruments

The Group does not currently use derivative financial instruments as hedging is not considered necessary.

Should the Group identify a requirement for the future use of such financial instruments, a comprehensive set of policies and systems as approved by the Directors will be implemented.

17. RELATED PARTY TRANSACTIONS

Mr C C Johnson held 18,681,580 ordinary 0.1p shares in the Group as at 31 March 2021 (2020: 186,815,803 ordinary 0.01p).

Mr J Dubois held 400,000 ordinary 0.1p shares in the Group as at 31 March 2021 (2020: 4,000,000 ordinary …0.01p.

Mr D C Stocks held no ordinary 0.1p shares in the Group as at 31 March 2021 (2020: 80,330,532 ordinary 0.01p). He sold his entire shareholding during the year.

Mr N Lott held 50,000 ordinary 0.1p shares in the Group as at 31 March 2021 (2020: 500,000 ordinary 0.01p).

Mr P Treadaway held 19,733,466 ordinary 0.1p shares in the Group as at 31 March 2021 (2020: 106,484,658 ordinary 0.01p).

Mr G Thorneycroft held 600,000 ordinary 0.1p shares in the Group as at 31 March 2021 (2020: nil).

Further details relating to share option and warrants can be found under note 18.

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

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