artesian-iii-fs-ye-2019-30062020-ey · overview of our audit approach ... key audit matters are...

INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF ARTESIANFINANCE III PLC

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Opinion

We have audited the financial statements of Artesian Finance III Plc (the ‘Company’) for the year ended 30September 2019 which comprise the Statement of comprehensive income, Statement of financial position,Statement of changes in equity, Statement of cash flows and the related notes 1 to 16 including a summary ofsignificant accounting policies. The financial reporting framework that has been applied in their preparationis applicable law and United Kingdom Accounting Standards FRS 102 “The Financial Reporting Standardapplicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

· give a true and fair view of the company’s affairs as at 30 September 2019 and of its profit for the yearthen ended;

· have been properly prepared in accordance with United Kingdom Generally Accepted AccountingPractice; and

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) andapplicable law. Our responsibilities under those standards are further described in the Auditor’sresponsibilities for the audit of the financial statements section of our report below. We are independent ofthe company in accordance with the ethical requirements that are relevant to our audit of the financialstatements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, andwe have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for ouropinion.

Conclusions relating to going concern

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require usto report to you where:

· the Directors’ use of the going concern basis of accounting in the preparation of the financialstatements is not appropriate; or

· the Directors have not disclosed in the financial statements any identified material uncertainties thatmay cast significant doubt about the company’s ability to continue to adopt the going concern basis ofaccounting for a period of at least twelve months from the date when the financial statements areauthorised for issue.

Emphasis of matter

We draw attention to Note 1and Note 16 of the financial statements, which describes the economic andsocial disruption the company is facing as a result of COVID-19 which is impacting financial markets. Ouropinion is not modified in respect of this matter.

Overview of our audit approach

Key audit matters · The calculation of the Effective Interest Rate (EIR) on loans advanced andbonds issued is subject to management override and depends on management’sestimate of the future retail price index (RPI)

· Estimation uncertainty with respect to impairment losses on loans advanced

Materiality · Overall materiality of £1.2m which represents 0.5% of Total assets.

INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF ARTESIAN FINANCEIII PLC

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Key audit mattersKey audit matters are those matters that, in our professional judgment, were of most significance in our audit of thefinancial statements of the current period and include the most significant assessed risks of material misstatement(whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: theoverall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team.These matters were addressed in the context of our audit of the financial statements as a whole, and in our opinionthereon, and we do not provide a separate opinion on these matters.

Risk Our response to the risk Key observations communicatedto the Audit Committee

The calculation of the Effective Interest Rate (EIR) on loans advanced and bonds issued is subject tomanagement override and depends on management’s estimate of the future retail price index (RPI)

Refer to Accounting policies (page17); and Note 5 of the Financial Statements (page 19)

The calculation of the effectiveinterest rate (EIR) on the loansrequires a forecast of future retailprice index (RPI) movements. Theunderlying forecast methodology issubjective. If the methodology is notappropriate or applied incorrectly,this would lead to a risk of revenuerecognition.

Our assessment of the riskassociated with this issue has notchanged versus the prior year.

We performed a walkthrough toconfirm our understanding of theCompany’s process and controls inrespect of calculating EIR.However, we applied a fullysubstantive approach to our auditdue to the limited number of activetransactions in the Company as at 30September 2019.

We involved our valuationspecialists to help generate anindependent RPI forecast from thirdparty market information.

We re-calculated the EIR interestincome and interest expense for allloans in the portfolio using thisindependent inflation rate forecastand compared it with management’scalculation.

We substantiated all materialadjustments in the accounts.

We are satisfied that the EIR interestincome in respect of the loanportfolio is fairly stated in allmaterial respects and in accordancewith FRS 102.


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Risk Our response to the risk Key observations communicatedto the Audit Committee

Estimation uncertainty with respect to impairment losses on loans advanced

We consider the risk of managementnot identifying indicators ofimpairment in respect of the loanportfolio as a significant risk.

Given the size of the loans inrelation to materiality, any possibleindicators of impairment e.g.significant deterioration incounterparty credit score wouldlikely lead to a material provision.Management did not identify anyindicators of impairment and havenot recognised any impairmentexpense for the year ended 30September 2019.

Our assessment of the significantrisk has not changed compared tothe previous year as there have beenno significant changes in thecharacteristics of the loan portfolio.

To test the completeness of theidentification of loans with lossevents we independently assessedwhether any loss indicators werepresent for all loans in the portfolio.

We performed the followingprocedures:

· Inspected external credit ratingsand issued annual reports

· Reviewed and challengedmanagement’s impairmentassessment

· Inspected bank statements toidentify any missed interestpayments from loancounterparties

· Inspected loan agreements toidentify the existence ofsignificant covenants andassessed whether or not thosecovenants were in breach.

We have communicated to thosecharged with governance that we donot rely on controls in relation to theimpairment provision assessmentand perform a fully substantiveaudit with respect to impairmentprovision.

We are satisfied with management’sassessment that there are noindicators of loan impairment, inaccordance with FRS 102.

An overview of the scope of our audit

Tailoring the scope

Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determineour audit scope for the company. This enables us to form an opinion on the financial statements. We take intoaccount size, risk profile, the organisation of the company and effectiveness of controls, including controls andchanges in the business environment when assessing the level of work to be performed.

Changes from the prior year

There were no changes to the scope of our audit compared to the prior year.

Our application of materiality

We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identifiedmisstatements on the audit and in forming our audit opinion.

Materiality

The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expectedto influence the economic decisions of the users of the financial statements. Materiality provides a basis fordetermining the nature and extent of our audit procedures.


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We determined materiality for the company to be £1.29 million (2018: £1.26 million), which is 0.5% (2018: 0.5%)of total assets. We believe that the use of total assets is an appropriate basis for the audit materiality as (i) theprimary users of the financial statements, i.e., the investors who hold the notes issued by the Company, are focusedon the carrying value of the assets that form the main source for debt issued repayment and (ii) revenue/profitmeasures are less relevant given the nature of Company’s activities (i.e., pass though structure). During the course ofour audit, we reassessed initial materiality and did not apply significant changes to the calculation.

Performance materiality

The application of materiality at the individual account or balance level. It is set at an amount to reduce to anappropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceedsmateriality.

On the basis of our risk assessments, together with our assessment of the company’s overall control environment,our judgement was that performance materiality was 75% (2018: 75%) of our planning materiality, namely £971k(2018: £948k).

Reporting threshold

An amount below which identified misstatements are considered as being clearly trivial.

We agreed with the Audit Committee that we would report to them all uncorrected audit differences in excess of£64k (2018: £63k), which is set at 5% of planning materiality, as well as differences below that threshold that, in ourview, warranted reporting on qualitative grounds.

We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed aboveand in light of other relevant qualitative considerations in forming our opinion.

Other information

The other information comprises the information included in the annual report, other than the financial statementsand our auditor’s report thereon. The Directors are responsible for the other information.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwiseexplicitly stated in this report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, indoing so, consider whether the other information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such materialinconsistencies or apparent material misstatements, we are required to determine whether there is a materialmisstatement in the financial statements or a material misstatement of the other information. If, based on the workwe have performed, we conclude that there is a material misstatement of the other information, we are required toreport that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

· the information given in the Strategic Report and the Directors’ Report for the financial year for which thefinancial statements are prepared is consistent with the financial statements; and

· the Strategic Report and Directors’ Reports have been prepared in accordance with applicable legalrequirements.


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Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of theaudit, we have not identified material misstatements in the Strategic Report or Directors’ Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requiresus 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.

Responsibilities of Directors

As explained more fully in the Directors’ responsibilities statement (set out on page 6), the Directors are responsiblefor the preparation of the financial statements and for being satisfied that they give a true and fair view, and for suchinternal control as the Directors determine is necessary to enable the preparation of financial statements that are freefrom material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the company’s ability to continue asa going concern, disclosing, as applicable, matters related to going concern and using the going concern basis ofaccounting unless the Directors either intend to liquidate the company or to cease operations, or have no realisticalternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance withISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or errorand are considered material if, individually or in the aggregate, they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these financial statements.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

The objectives of our audit, in respect to fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for theprevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows:

· We obtained an understanding of the legal and regulatory frameworks that are applicable to the companyand determined that the most significant are:

o UK Companies Acto Tax Legislation (governed by HM Revenue and Customs)

· We understood how Artesian Finance III PLC is complying with those frameworks by inquiring as to anyknown instances of non-compliance or suspected non-compliance with laws and regulations.

· We assessed the susceptibility of the company’s financial statements to material misstatement, includinghow fraud might occur by holding discussions with management.

· Based on this understanding we designed our audit procedures to identify non-compliance with such lawsand regulations. Our procedures involved inquiring of key management as well as reviewingcorrespondence exchanged with the relevant authorities.


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A further description of our responsibilities for the audit of the financial statements is located on theFinancial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities. This description formspart of our auditor’s report.

Other matters we are required to address

· We were appointed by the company on 30 January 2017 to audit the financial statements for the year ending 30September 2016 and subsequent financial periods.

The period of total uninterrupted engagement including previous renewals and reappointments is 4 years,covering the years ending 2016 to 2019.

· The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the company and weremain independent of the company in conducting the audit.

· The audit opinion is consistent with the additional report to the audit committee

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of theCompanies Act 2006. Our audit work has been undertaken so that we might state to the company’s members thosematters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extentpermitted by law, we do not accept or assume responsibility to anyone other than the company and the company’smembers as a body, for our audit work, for this report, or for the opinions we have formed.

Rhys Taylor (Senior statutory auditor)

for and on behalf of Ernst & Young LLP, Statutory Auditor

London

30 June 2020

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