RNS Number:0499Z
Fishguard & Rosslare Rlys & Hbrs Co
16 February 2001
FISHGUARD AND ROSSLARE RAILWAYS AND HARBOURS COMPANY
Statement of Accounts for the year ended 31st December 2000
Directors
The Directors of the Board of the Fishguard and Rosslare Railways and Harbours
Company who held office at any time during the year 2000 were:
Nominated by Stena Line Ports Limited:
Mary Finola Gallagher Chairman wef 4th February 2000
Christopher John Polkinghorne
Leslie David Stracey
Stephen Leslie Weaver
Nominated by Iarnrod Eireann:
Joseph Richard Meagher Deputy Chairman
Frank Crumlish
Daniel Joseph Horan
None of the Directors had an interest in any contract of significance with the
Company, either during or at the end of the financial year 2000.
* NOTICE IS HEREBY GIVEN that the next ORDINARY MEETING of Proprietors of the
Company will be held at Warwick House, 25-27 Buckingham Palace Road, London
SW1W 0PP on Friday 9th February 2001 at 1.30 o'clock in the afternoon for the
general purposes of business and for the election of an auditor in place of
one retiring by rotation.
The TRANSFER BOOKS of the Company will be CLOSED from 3rd to 9th February 2001
inclusive.
C J POLKINGHORNE
24th January 2001 Secretary
Charter House
Park Street
ASHFORD, Kent
TN24 8EX
* Copy of Statutory Notice which appeared in The Times on 24th January 2001
FISHGUARD AND ROSSLARE RAILWAYS AND HARBOURS COMPANY
STATEMENT OF ACCOUNTS FOR THE YEAR ENDED 31ST DECEMBER 2000
No. 1 - STATEMENT OF CAPITAL AUTHORISED, AND CREATED BY THE COMPANY
CAPITAL AUTHORISED CAPITAL CREATED BALANCE
Shares Loans or Total Shares Loans or Total Shares Loans or Total
ACTS OF & Debenture & Debenture & Debenture
PARLIAMENT Stock Stock Stock Stock Stock Stock
# # # # # # # # #
Fishguard 120,000 40,000 160,000 120,000 40,000 160,000 --- --- ---
Bay Railway
and Pier
Act, 1893
The 60,000 20,000 80,000 60,000 20,000 80,000 --- --- ---
Fishguard
and Rosslare
Railways
and Harbours
Act, 1894
The 50,000 12,500 62,500 50,000 12,500 62,500 --- --- ---
Fishguard
and Rosslare
Railways
and Harbours
(Steam Vessels)
Act, 1895
The 891,500 250,000 1,141,500 891,500 250,000 1,141,500 --- --- ---
Fishguard
and Rosslare
Railways and
Harbours
Act, 1898
The 1,250,000 500,000 1,750,000 1,250,000 500,000 1,750,000 --- --- ---
Fishguard
and Rosslare
Railways
and Harbours
Act, 1899
The 300,000 150,000 450,000 300,000 150,000 450,000 --- --- ---
Fishguard
and Rosslare
Railways
and Harbours
Act, 1914
TOTAL # 2,671,500 972,500 3,644,000 2,671,500 972,500 3,644,000 --- --- ---
No. 2 - STATEMENT OF STOCK AND SHARE CAPITAL CREATED, SHOWING THE PROPORTION
RECEIVED
DESCRIPTION Amount Amount Calls in Amount Amount
created issued arrear uncalled unissued
# # # # #
New Guaranteed 3.5% Preference 1,371,500 1,237,664 --- --- 133,836
Stock
New Guaranteed 3.5% Preference 300,000 220,994 --- --- 79,006
Stock 1914
New Guaranteed Ordinary Shares 428,500 428,500 --- --- ---
Ordinary Shares of #10 each 180,000 180,000 --- --- ---
New Ordinary Shares (created 391,500 391,500 --- --- ---
under section 59, Act 1898)
# 2,671,500 2,458,658 --- --- 212,842
No. 3 - CAPITAL RAISED BY LOANS AND DEBENTURE STOCK
Raised by Issue of
Debenture Stock at
3.5%
#
Existing at 31st December 2000 794,500
Existing at 31st December 1999 794,500
Increase ---
Decrease ---
Total amount authorised to be raised by Loans in 972,500
respect of Capital created, as per Statement No. 1
Less Amount created, but not yet available # 150,000
Reduction of Borrowing Powers in respect of # 20,179
Interest on New Guaranteed Preference Stock, paid
out of Capital 170,179
802,321
Total Amount raised by Debenture Stock, as above 794,500
Balance, being available Borrowing Powers at 31st 7,821
December, 2000
No. 4 - RECEIPTS AND EXPENDITURE ON CAPITAL ACCOUNT
Dr. Cr.
Amount Amount Amount Amount
Expended Expended Received Received
to 31st during to 31st during
Dec 1999 year Total Dec 1999 year Total
# # # # # #
TO BY RECEIPTS
EXPENDITURE
On lines and Shares and 2,458,658 --- 2,458,658
Works open Stock, per
for traffic Account No. 2
Debenture 794,500 794,500
Stock, per
Account No. 3
In Ireland 2,255,212 (25) 2,255,187 Premiums on 4,375 --- 4,375
Shares and
Stock
In England 1,308,192 (100) 1,308,092 Discounts on(42,998) --- (42,998)
Shares and
Stock
3,214,535 --- 3,214,535
By Balance 348,744
# 3,563,404 (125) 3,563,279 # 3,563,279
No. 5 - DETAILS OF CAPITAL EXPENDITURE FOR YEAR ENDED 31ST DECEMBER 2000
#000 #000
On Lines and Works open for Traffic in Ireland:
Rosslare Harbour Development Scheme 220
Less Contribution by Iarnrod Eireann (220) ---
On Lines and Works open for Traffic in England:
Fishguard Harbour Development 105
Less Contribution by Stena Line Ports Limited (105) ---
No. 6 - ESTIMATE OF FURTHER EXPENDITURE ON CAPITAL ACCOUNT
#000 #000
On Lines and Works open for Traffic in Ireland:
Rosslare - Further Harbour Developments 1,984
Less Contribution by Iarnrod Eireann (1,984) ---
On Lines and Works open for Traffic in England:
Fishguard - Further Harbour Developments -
Less Contribution by Stena Line Ports Limited - ---
No. 7 - CAPITAL POWERS AND OTHER ASSETS AVAILABLE TO MEET FURTHER EXPENDITURE
# #
Stock and Share Capital created, but not yet received, per 212,842
Statement No. 2:
Amount unissued
Loan Capital created, but not yet available, per Statement No. 3 150,000
Available Borrowing Powers, per Statement No. 3 7,821
157,821
370,663
Capital Account, Balance at Debit thereof, per Statement No. 4 348,744
21,919
No. 8 - REVENUE ACCOUNT
Dr. Cr.
# #
To Auditors' Fees 687 By Amount provided or to be provided under the
guarantee of the British Railways Board and
Coras Iompair Eireann 41,568
To Administration 3,802 By Amount provided or to be provided by Stena 4,489
Expenses Line Ports Limited and Coras Iompair Eireann
To Corporation Tax 8,156 By reduction in Corporation Tax Provision 8,156
To Balance carried 41,568
to Net Revenue
Account No. 9
54,213 54,213
No. 9 - NET REVENUE ACCOUNT
Dr. Cr.
# #
To Dividend on New Guaranteed By Balance brought
Preference Stock 41,568 from Revenue Account 41,568
No. 8
Iarnrod Eireann and Stena Line Ports Limited, the holders of all the New 3.5%
Preference Stock 1914, all the 3.5% Debenture Stock and
50,000 3.5% New Guaranteed Preference Stock irrevocably waived their rights to
dividends and interest on these stocks from 30th March 1984
No. 18 - BALANCE SHEET as at 31st December 2000
# #
LIABILITIES ASSETS
Unpaid Dividends 1,167 Capital Account, Balance at debit
thereof, per
Dividends accruing and 20,784 Statement No. 4 348,744
provided for
Temporary Loans 348,744 Cash at Bankers and in hand 26,490
Corporation Tax 8,156 Amounts due by other Transport 20,582
Undertakings
Sundry Creditors and 16,965
Provision
395,816 395,816
STATISTICS STATEMENT No. 1A - MILEAGE
Year ended 31st December 2000
Miles authorised Miles constructed
Lines owned by the Company 52 50
Corporate Governance
Background
By virtue of Agreements dated 27 May 1898 and 14 February 1903, scheduled to
the Fishguard and Rosslare Railways and Harbours Acts 1899 and 1903
respectively, the Company's undertaking on the English side is managed by
Stena Line Ports Limited as regards Fishguard Harbour and by Stena Line
Limited as regards the shipping service between Fishguard and Rosslare; the
undertaking on the Irish side is managed by Iarnrod Eireann (Irish Rail). The
managing companies are entitled to the receipts and responsible for any losses
of the parts of the undertaking under their respective management, and such
receipts and losses are not reflected in these accounts. Payment of dividends
on the Preference Stock (other than that on which the right to dividend has
been irrevocably waived by the holders thereof) is guaranteed by Coras Iompair
Eireann and the British Railways Board.
The whole of the Company's ordinary capital is held by Stena Line Ports
Limited and Iarnrod Eireann, from which companies the Directors are appointed.
The emoluments of the Directors are paid by their respective appointing
companies, and are not borne by the Fishguard and Rosslare Railways and
Harbours Company. Because the Company is not trading, the main responsibility
of the Directors is to maintain and service the Company's capital. These
accounts relate to their discharge of that responsibility.
Combined Code
In June 1998, the Stock Exchange published the Principles of Good Governance
and Code of Best Practice (the 'Combined Code') which became effective in
respect of accounting periods ending on or after 31 December 1998.
The Board of Directors have complied throughout the year with the Combined
Code apart from provisions A.1.2, A.1.3, A.1.6, A.2.1, A.3.1, A.3.2, A.5.1,
A.6.1, A.6.2, B.3.3, B.3.4, B.3.5, C.2.1, C.2.3, C.2.4, D.3.1, D.3.2 and the
provisions relating to the Level and Make-up of Remuneration, (B.1) and
Remuneration Procedure (B.2) which the Directors do not consider to be
relevant to the Company due to its constitution and the limited scope of its
activity.
Internal Control
The Board is responsible for the company's system of internal control and for
reviewing its effectiveness. However, such a system is designed to manage
rather than eliminate the risk of failure to achieve business objectives and
can provide only reasonable and not absolute assurance against material
misstatement or loss.
The Directors have reviewed the effectiveness of the Company's internal
financial controls and consider the levels for authorisation and reporting
appropriate for its constitution and the limited scope of its activity.
Accordingly, the Board confirm that they have installed procedures necessary
to implement the Turnbull guidance such that it has been fully complied with,
so far as applicable to the Company's position, for the accounting year ending
on 31 December 2000.
Statement of Directors' responsibilities
The Railway Companies (Accounts and Returns) Act 1911 requires the company to
prepare a statement of accounts for each financial year which contain a full
and true statement of the financial condition of the company. In preparing the
statement of accounts, the directors have assumed responsibility to:
* prepare a statement of accounts which complies with the provisions of
the Railway Companies (Accounts and Returns) Act 1911;
* make judgements and estimates that are reasonable and prudent;
* prepare the statement of accounts on the going concern basis unless it
is inappropriate to presume that the company will continue in business.
The directors have assumed responsibility for keeping accounting records which
disclose with reasonable accuracy the financial position of the company and to
enable them to ensure that the statements of accounts comply with the Railway
Companies (Accounts and Returns) Act 1911. They have also assumed
responsibility for the safeguarding of the assets of the company and hence for
ensuring that reasonable steps are taken for the prevention of fraud and other
irregularities.
M F GALLAGHER C J POLKINGHORNE
Director Director/Secretary
9th February 2001
Auditors' Report to the members of the Fishguard and Rosslare Railways and
Harbours Company
We have audited the statement of accounts on pages 2 and 3 which have been
prepared in the form set out in the Railway Companies (Accounts and Returns)
Act 1911.
Respective responsibilities of directors and auditors
As described on page 4 the company's directors have responsibility for the
preparation of the statement of accounts. It is our responsibility to form an
independent opinion, based on our audit, on those accounts and report our
opinion to you.
Basis of opinion
We conducted our audit in accordance with Auditing Standards issued by the
Auditing Practices Board. An audit includes examination, on a test basis, of
evidence relevant to the amounts and disclosures in the statement of accounts.
It also includes an assessment of the significant estimates and judgements
made by the directors in the preparation of the statement of accounts, and of
whether the accounting policies are appropriate to the company's
circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and
explanations which we considered necessary in order to provide us with
sufficient evidence to give reasonable assurance that the statement of
accounts are free from material misstatement, whether caused by fraud or other
irregularity or error.
Opinion
In our opinion the accounts for the year ended 31st December 2000 contain a
full and true statement of the financial condition of the company and have
been properly prepared in accordance with the Railway Companies (Accounts and
Returns) Act 1911.
M SUMMERFIELD
P LACY
LONDON Auditors
9th February 2001
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