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Name | Symbol | Market | Type |
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Bank Nova.25 | LSE:AK51 | London | Medium Term Loan |
Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
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RMAC 2002-NS1 RMAC 2002-NS1 PLC ================================================================================== RMAC 2002-NS1 PLC Annual Report For the year to 31 December 2003 Registered No: 4349853 RMAC 2002-NS1 PLC ============================================================================================ Pages Directors and Advisers 1 Directors' Report 2 - 3 Auditors' Report 4 Profit and Loss Account 5 Balance Sheet 6 Notes to the Accounts 7 - 13 The accounts on pages 5 to 13 were approved by the Board of Directors on 11 March 2004 RMAC 2002-NS1 PLC ====================================================================================== Directors and Advisers Directors Colin Bradley SFM Directors Limited SFM Directors (No.2) Limited Auditors PricewaterhouseCoopers LLP Southwark Towers 32 London Bridge Street London SE1 9SY Secretary and Registered Office Karen Edmonds Eastern Gate Brants Bridge Bracknell Berkshire RG12 9BZ The accounts on pages 5 to 13 were approved by the Board of Directors on 11 March 2004 RMAC 2002-NS1 PLC ========================================================================================================== Directors' Report For the year ended 31 December 2003. The Directors present their report together with the audited accounts for the year ended 31 December 2003. Business objectives and principal activities The principal activity of the Company is the investment in mortgage loans secured by first charges over residential properties within the United Kingdom and financed by the issuance of mortgage backed loan notes. The Directors expect that the present level of activity will be sustained in the near future. Directors The Directors who served during the period were as follows:- Colin Bradley SFM Directors Limited SFM Directors (No.2) Limited No Director had any interest in the share capital of the Company nor any group Company at any time during the period. Secretary Karen Edmonds Results and dividend As the Company made neither profit nor loss in the period after taxation, no dividend is proposed. Statement of Directors' responsibilities Company law requires the Directors to prepare accounts for each financial year which give a true and fair view of the state of affairs of the Company and of the profit and loss of the Company for that period. In preparing those accounts, 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 Accounting Standards have been followed, subject to any material departures disclosed and explained in the accounts; * prepare the accounts on the going concern basis unless it is inappropriate to presume that the company will continue in business. The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the accounts comply with the Companies Act 1985. 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. Auditors A resolution to re-appoint PricewaterhouseCoopers LLP will be proposed at the Annual General Meeting. On behalf of the Board Colin Bradley Director 11 March 2004 RMAC 2002-NS1 PLC ================================================================================ Independent auditors' report to the member of RMAC2002-NS1 PLC We have audited the financial statements which comprise the profit and loss account, the balance sheet and the related notes, which have been prepared under the historical cost convention and the accounting policies set out in Note 1. Respective responsibilities of directors and auditors The Directors' responsibilities for preparing the annual report and the financial statements in accordance with applicable United Kingdom law and accounting standards are set out in the statements of Directors' responsibilities. Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements and United Kingdom Auditing Standards issued by the Auditing Practices Board. This report, including our opinion has been prepared for and only for the Company's members in accordance with Section 235 of the Companies Act 1985 and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or in whose hands it may come save where expressly agreed by our prior consent in writing. We report to you in our opinion as to whether the financial statements give true and fair view and are properly prepared in accordance with the Companies Act 1985. We also report to you if, in our opinion, the Directors' report is not consistent with the financial statements, if the Company has not kept proper accounting records, if we have not received all the information and the explanations we required for our audit, or if information specified by law regarding Directors' remuneration and transactions is not disclosed. We read the other information contained in the annual report and consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the financial statements. The other information comprises only the Directors' report. Basis of audit 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 financial statements. It also includes an assessment of the significant estimates and judgements madeby the Directors in the preparation of the financial statements, 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 financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements. Opinion In our opinion the financial statements give a true and fair view of the state of the Company's affairs at 31 December 2003 and of its result for the year then ended and have been properly prepared in accordance with the Companies Act 1985. PricewaterhouseCoopers LLP Chartered Accountants and Registered Auditors Southwark Towers 32 London Bridge Street, SE1 9SY 11 March 2004 RMAC 2002-NS1 PLC ============================================================================================================= PROFIT AND LOSS ACCOUNT For the year ended 31 December 2003 12 Months 11 months ended ended 31 December 31 December Note 2003 2002 £000 £000 Turnover 2 6,611 4,338 Administration expenses (7,660) (6,079) Interest receivable 1,049 1,741 ------------------------------------------------------------------------------------------------------------- Profit on ordinary activities before taxation 5 - - Taxation on profit on ordinary activities 6 - - ------------------------------------------------------------------------------------------------------------- Profit on ordinary activities after taxation 13 - - The Company had no acquisitions or discontinued operations, and accordingly the above profit and loss account is in respect of continuing operations. The Company has no recognised gains and losses other than those included in the results above, and therefore no separate statement of total recognised gains and losses has been presented. There is no difference between the profit on ordinary activities before taxation and the retained profit for the period, and their historical cost equivalents. RMAC 2002-NS1 PLC ================================================================================================================ BALANCE SHEET As at 31 December 2003 Note 2003 2002 £000 £000 Fixed assets: Mortgage loans 7 362,163 546,635 ------------------------------------------------------ Total fixed assets 362,163 546,635 Current assets: Debtors: amounts falling due within one year 8 135 175 Debtors: amounts falling due after more than one year 835 35 Cash at bank and in hand 15,225 12,892 ------------------------------------------------------ Total current assets 15,395 13,102 Creditors: amounts falling due within one year 9 (9,214) (4,738) ------------------------------------------------------ Net current assets 6,181 8,364 ------------------------------------------------------ Total assets less current liabilities 368,344 554,999 Creditors: amounts falling due after more than one year 9 (368,331) (554,986) ------------------------------------------------------ Net Assets 13 13 ------------------------------------------------------ Capital and reserves: Called up share capital 12 13 13 Profit and loss account 13 - - ------------------------------------------------------ Total shareholder's funds 14 13 13 ------------------------------------------------------ The accounts on pages 5 to 13 were approved by the Board of Directors on 11 March 2004 and were signed on its behalf by: Colin Bradley Director RMAC 2002-NS1 PLC ================================================================================ NOTES TO THE ACCOUNTS for the year ended 31 December 2003 1 ACCOUNTING POLICIES The accounts have been prepared in accordance with applicable Accounting Standards in the United Kingdom. A summary of the more important accounting policies which have been applied consistently is set out below. ACCOUNTING CONVENTION The accounts are prepared in accordance with the historical cost convention. TURNOVER In the opinion of the Directors, disclosure of turnover is most closely represented as being comprised of mortgage interest receivable net of funding costs, fees and commission receivable. These changes represent an adaptation of the profit and loss account format laid down in Schedule 4 tothe Companies Act 1985 due to the special nature of the Company's business. CASH FLOW STATEMENT AND RELATED PARTY DISCLOSURE The Company is a wholly owned subsidiary of RMAC Holdings Limited, incorporated in England & Wales, whose accounts are publicly available. Consequently, the Company has taken advantage of the exemption from preparing a cash flow statement under the terms of Financial Reporting Standard 1 (Revised 1996). The Company is exempt under the terms of Financial Reporting Standard 8 from disclosing related party transactions (but not balances) with entities that are part of the RMAC Holdings Limited Group or members of the RMAC Holdings Limited Group. MORTGAGE LOANS Mortgage loans are stated at cost less provision for loan losses.The mortgage loans are subject to a credit insurance wrap which, according to its terms, establishes a maximum possible loss on the portfolio. MORTGAGE BACKED LOAN NOTES AND SECURITISATION COSTS Mortgage backed loan notes are stated at aggregate principal amount payable at redemption (net of underwriting costs). Underwriting costs and the initial costs of credit insuring the mortgages on which the notes are secured are amortised over the expected period until the C Notes are repaid (unsecured loan notes issued to raise cash for the securitisation). This is estimated to be 38 months. All other securitisation costs are taken to the profit & loss account at the date of securitisation. DEFERRED CONSIDERATION Under the terms of the agreement for thepurchase of the mortgage loans, the Company has a liability to deferred consideration. The amount analysed at the balance sheet date has been shown as a liability in the accounts, which will be ultimately satisfied by payments of cash in accordance with the administration agreement. ------------------------------------------------------------------------------------------------------ 2 TURNOVER 12 Months11 months ended ended 31 December 31 December 2003 2002 £000 £000 Mortgage loans interest receivable 29,959 30,893 Servicing income 2,482 912 --------------------------------------------------------------------------------------- Interest receivable on mortgage loans and servicing income 32,441 31,805 Interest payable on loans repayable after five years Mortgage backed loan notes (25,830) (27,467) --------------------------------------------------------------------------------------- 6,611 4,338 ------------------------------------------------------------------------------------------------------ 3 DIRECTORS' EMOLUMENTS 12 Months11 months ended ended 31 December 31 December 2003 2002 £000 £000 Sums paid to a third party for Directors' services 9 9 One director is employedby a third party and considers his services to this company is incidental to his activities (2002: Nil). It is not therefore practical to apportion his remuneration to this company. ------------------------------------------------------------------------------------------------------ 4 EMPLOYEE INFORMATION There were no persons directly employed by the Company during the year to 31 December 2003 (2002 : Nil). ------------------------------------------------------------------------------------------------------ 5 PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 12 Months11 months ended ended 31 December 31 December 2003 2002 £000 £000 This is stated after charging / (crediting): Auditors' remuneration: audit fees 9 9 Auditors' remuneration: non audit fees - 12 Trustee fees 9 7 Administration fees paid for servicing mortgage loans 779 880 Provision for losses (329) 631 ------------------------------------------------------------------------------------------------------ 6 TAXATION ON PROFIT ON ORDINARY ACTIVITIES 12 Months11 months ended ended 31 December 31 December 2003 2002 £000 £000 (a) Analysis of tax charge for the period: United Kingdom Corporation Tax charge for current year - - ------------------------------------------------------------------------------------- (b) Factors affecting current tax charge for the year: Profit before tax - - Tax on profit at 30% - - ------------------------------------------------------------------------------------------------------ 7 MORTGAGE LOANS 2003 2002 £000 £000 Cost and net book value As at 1 January 546,635 - Acquisitions - 616,015 Further advances 9,554 8,391 Other movements 6,686 (1,401) Redemptions (194,621) (70,321) 1 Amortisation of premium on acquisition (6,420) (5,418) -1 Movement on loss provision 329 (631) ---------------------------------- At 31 December 362,163 546,635 ================================== ------------------------------------------------------------------------------------------------------ 8 DEBTORS 2003 2002 £000 £000 Amounts falling due within one year Interest receivable 18 19 Prepayments 117 156 -1 ---------------------------------- 135 175 ================================== Amounts falling due after more than one year Other debtors 35 35 ================================== ------------------------------------------------------------------------------------------------------ 9 CREDITORS 2003 2002 £000 £000 Amounts falling due within one year Other creditors 9,183 4,693 -1 Accruals 31 45 ---------------------------------- 9,214 4,738 ================================== Amounts falling due after more than one year Mortgage backed loan notes (note 10) 368,331 554,986 ------------------------------------------------------------------------------------------------------ 10 MORTGAGE BACKED LOAN NOTES The mortgage backed loan notes are secured over a portfolio of mortgage loans. Senior loan notes are secured by the same security as the junior loan notes but rank in priority to the junior notes in the event of security being enforced. 2003 2002 £000 £000 A1 Loan notes - 101,849 A2 Loan notes 303,436 380,000 A3 Loan notes (including A3 notes + detachable coupons) Coupon - 64,213 70,633 Amortisation C Loan notes C notes + Reclass secur costs on lead sh 682 2,504 bal sheet ---------------------------------- Outstanding principal at 31 December 368,331 554,986 ================================== Maturity of Borrowings If not otherwise redeemed or purchased andcancelled, the mortgage backed loan notes will be redeemed at their principal outstanding balance on the interest payment date in June 2034. Prior to mandatory redemption on the final payment date, the loan notes will be subject to mandatory and/or optional redemption in certain circumstances. Such mandatory redemption in part will be primarily caused by scheduled principal payments by the borrowers and principal prepayments. Optional redemption may take place when the aggregate principal amount outstanding of the loan notes is less than 10 per cent. of the initial aggregate principal amount outstanding of the loan notes. The company may redeem all (but not only some) of the loan notes at this time at the loan notes principal amount outstanding. The interest on the notes will accrue on a day by day basis and be payable quarterly in arrears at the following rates above the London Interbank Offered Rate for quarterly sterling deposits: A1 Loan notes LIBOR + 0.15% A2 Loannotes LIBOR + 0.28% A3 Loan notes LIBOR + 0.32% A3 Detachable 11.50% (until September coupons 2004) C Loan notes LIBOR + 3.50% -------------------------------------------------------------------------------- FINANCIAL RISKS AND 11 INSTRUMENTS Credit risk The Company's major asset is a portfolio of mortgage loans which is administered by a third party. These mortgage loans are subject to regular reviews for possible credit problems to ensure credit risks are identified on a timely basis and losses are minimised. Liquidity risk The Company's policy is to manage liquidity risk through its use of its start up loan and excess spread and a reserve fund. As the length of the mortgage backed loan notes is designed to match the length of the mortgage loans, there is deemed to be limited liquidity risks facing the Company. Interest rate risk Assets and liabilities subject to floating rates are deemed to have limited interest rate risk. The interest rate risk on floating rate mortgage loans being mitigated by the Company's interest rate risk on its floating mortgage backed loan note liabilities. Those assets subject to a fixed rate of interest have a short fixed period before converting to floating rates. It is not considered necessary to hedge these assets against interest rate risk, any mismatch being covered by the reserve fund created within the funding structure. Currency risk The Company's assets and liabilities are denominated in sterling and so the Company is not exposed to gains or losses arising from currency fluctuations. Hedging It is the Company's policy to directly manage the liquidity, interest rate and currency risks via primary financial instruments as described above to hedge its position and not to make use of derivative financial instruments. As permitted by Financial Reporting Standard 13, the Company has opted to exclude short term debtors and creditors from this disclosure. 2003 2002 Floating rate Fixed Floating rate Fixed rate rate not more than not more than three months three months £000 £000 £000 £000 Assets Mortgage loans 355,320 6,843 538,158 8,477 Cash at bank and in hand 15,225 - 12,892 - --------------------------------------------------------- 370,545 6,843 551,050 8,477 ========================================================= Liabilities --------------------------------------------------------- Mortgage backed loan notes 368,331 - 554,986 - ========================================================= 2003 2002 Weighted average interest rate of fixed interest rate loans 5.92% 5.92% Weighted average fixed interest rate period 12 remaining on fixed interest rate loans 1 months There are no material differences between the fair value of the financial assets and liabilities and their book value. ------------------------------------------------------------------------------------------------------ 12 CALLED UP SHARE CAPITAL 2003 2002 £000 £000 Authorised 50,000 ordinary shares of £1 each (2002 : 50,000 shares) 50 50 ---------------------------------- Allotted, called up and fully paid 2 ordinary shares of £1 each (2002 : 2 shares) - - Allotted, called up and 25% paid 49,998 ordinary shares of £1 each (2002 : 49,998 shares) 13 13 ---------------------------------- 13 13 ================================== ------------------------------------------------------------------------------------------------------ 13 PROFIT AND LOSS ACCOUNT 2003 2002 £000 £000 At 1 January / on incorporation - - Profit for the year - - --------------------------------------------------------------------------------------- At 31 December - - ------------------------------------------------------------------------------------------------------ RECONCILIATION OF MOVEMENTS ON SHAREHOLDER'S 14 FUNDS 2003 2002 £000 £000 Shareholder's funds at 1 January / on incorporation - - Share capital issued 13 13 Profit for the financial year - - --------------------------------------------------------------------------------------------------- Shareholder's funds at 31 December 2003 13 13 ------------------------------------------------------------------------------------------------------ 15 CAPITAL COMMITMENTS There were no outstanding capital commitments as at 31 December 2003 (2002 : Nil). ------------------------------------------------------------------------------------------------------ 16 RELATED PARTY TRANSACTIONS The Directors regard SFM Corporate Services Limited as the ultimate controlling party, which holds its share in the company's parent on a discretionary trust basis for charitable purposes. The Company is a wholly owned subsidiary of RMAC Holdings Limited, a Company registered in England. Therefore the Company has applied the exemption within Financial Reporting Standard 8 which permits the non-disclosure of transactions and balances with related parties which are included in the consolidated financial statements of RMAC Holdings Limited. In 2002, the Company acquired mortgages for £616,015,207 from GMAC-RFC Limited, of which Mr Colin Bradley is a Director. The Company has incurred £778,715 (2002 : £880,438) due to GMAC-RFC Limited for administering the Company's mortgage loans and owes £5,321,480 of deferred consideration (2002: £2,669,805). In 2002 the Company issued £3,800,000 of C Notes to GMAC RFC Limited and has repaid principle and interest of £2,440,811 (2002: £248,861) on these notes. The Company owes GMAC-RFC Limited £9,221,531 (2002: £6,481,893) at 31 December 2003. ------------------------------------------------------------------------------ 17 IMMEDIATE AND ULTIMATE PARENT UNDERTAKING The immediate and ultimate parent Company is RMAC Holdings Limited which is incorporated in England and Wales. Copies of RMAC Holdings Limited accounts may be obtained from the Secretary at its registered office. -- ---------------------------------------------------------------------------- 13
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