Company Registration No. 05478560 (England and Wales)
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
PAGES FOR FILING WITH REGISTRAR
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
COMPANY INFORMATION
Directors
Mr D W Conn
Mr I W Hall
Company number
05478560
Registered office
Utopia House
Springvale Avenue
Springvale Business Park, Bilston
Wolverhampton
West Midlands
WV14 0QL
Auditor
Ormerod Rutter Limited
The Oakley
Kidderminster Road
Droitwich
Worcestershire
WR9 9AY
Bankers
HSBC Bank Plc
Crown Bank
Hanley
Stoke on Trent
Staffordshire
ST1 1DA
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 10
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
BALANCE SHEET
AS AT
31 DECEMBER 2021
31 December 2021
- 1 -
2021
2020
Notes
£
£
£
£
Fixed assets
Tangible assets
5
21,521
33,258
Investment properties
6
10,630,000
7,920,000
Investments
7
1,425,026
10,651,521
9,378,284
Current assets
Debtors
8
3,443,797
644,663
Cash at bank and in hand
892,481
698,285
4,336,278
1,342,948
Creditors: amounts falling due within one year
9
(5,751,997)
(2,431,263)
Net current liabilities
(1,415,719)
(1,088,315)
Total assets less current liabilities
9,235,802
8,289,969
Provisions for liabilities
10
(452,696)
(307,825)
Net assets
8,783,106
7,982,144
Capital and reserves
Called up share capital
11
1,002
1,002
Non-distributable profits reserve
13
3,869,824
1,298,826
Distributable profit and loss reserves
4,912,280
6,682,316
Total equity
8,783,106
7,982,144
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 11 August 2022 and are signed on its behalf by:
Mr D W Conn
Director
Company Registration No. 05478560
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021
- 2 -
Share capital
Non-distri-butable profits
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 May 2020
1,002
1,298,826
6,383,485
7,683,313
Period ended 31 December 2020:
Profit and total comprehensive income for the period
-
-
298,831
298,831
Balance at 31 December 2020
1,002
1,298,826
6,682,316
7,982,144
Year ended 31 December 2021:
Profit and total comprehensive income for the year
-
2,570,998
(1,744,236)
826,762
Dividends
-
-
(25,800)
(25,800)
Balance at 31 December 2021
1,002
3,869,824
4,912,280
8,783,106
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
- 3 -
1
Accounting policies
Company information
Utopia Capital Investments Limited (formerly Halcon Properties Limited) is a private company limited by shares incorporated in England and Wales. The registered office is Utopia House, Springvale Avenue, Springvale Business Park, Bilston, Wolverhampton, West Midlands, United Kingdom, WV14 0QL.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Reporting period
Following the acquisition of Utopia Group Limited and its subsidiary undertakings in May 2020, the company changed its financial year end to 31 December, from the previous date of 30 April. The change was made in order to achieve consistency with the accounting dates of other group undertakings.
The prior period financial statements were for the 8 months from 01 May 2020 to 31 December 2020.
These financial statements are for the 12 months from 01 January 2021 to 31 December 2021.
Due to the changes in the accounting period date and differences in the length of the current and prior period, the balances included in these financial statements are not entirely comparable to the prior period figures.
1.3
Turnover
Turnover, represents the value of rents, service charges and recharges of applicable property expenditure received, net of value added tax.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Improvements to property
10% on cost
Plant and machinery
20% on cost
Fixtures and fittings
15% on cost
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 4 -
1.5
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in profit or loss.
1.6
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.7
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.8
Employee benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 5 -
1.9
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2021
2020
Number
Number
Total
2
2
4
Directors' remuneration
2021
2020
£
£
Remuneration paid to directors
19,379
12,800
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 6 -
5
Tangible fixed assets
Improvements to property
Plant and machinery
Fixtures and fittings
Total
£
£
£
£
Cost
At 1 January 2021 and 31 December 2021
17,308
380,872
38,224
436,404
Depreciation and impairment
At 1 January 2021
7,933
358,842
36,371
403,146
Depreciation charged in the year
1,731
9,116
890
11,737
At 31 December 2021
9,664
367,958
37,261
414,883
Carrying amount
At 31 December 2021
7,644
12,914
963
21,521
At 31 December 2020
9,375
22,030
1,853
33,258
6
Investment property
2021
£
Fair value
At 1 January 2021
7,920,000
Revaluations
2,710,000
At 31 December 2021
10,630,000
A valuation of the investment properties was performed in September 2021 by a suitably qualified independent professional valuer. The results of the valuation have formed the basis of the revaluation of investment properties in the year, giving rise to the revaluation gain of £2,710,000 shown above.
Revaluation gains on investment properties are recognised as fair value gains through profit and loss, and are included in the movement of the non-distributable profits reserve within equity.
7
Fixed asset investments
2021
2020
£
£
Shares in group undertakings and participating interests
1,425,026
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
7
Fixed asset investments
(Continued)
- 7 -
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2021
1,425,026
Disposals
(1,425,026)
At 31 December 2021
-
Carrying amount
At 31 December 2021
-
At 31 December 2020
1,425,026
On 22 December 2021, the company's investment in Utopia Group Limited and its subsidiaries was sold to the company's parent undertaking, Utopia Capital Investments Group Limited, in return for consideration of £1,384,061 of loan notes. A loss on disposal of £40,965 is included within Amounts written off investments within the Statement of comprehensive income.
8
Debtors
2021
2020
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
2,768,120
Other debtors
675,677
644,663
3,443,797
644,663
During the year a write off amounting to £1,951,401 was made against an intercompany debtor that is no longer considered recoverable.
9
Creditors: amounts falling due within one year
2021
2020
£
£
Trade creditors
1,751
Amounts owed to group undertakings
3,899,532
281,224
Taxation and social security
88,619
98,299
Other creditors
1,762,095
2,051,740
5,751,997
2,431,263
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 8 -
10
Provisions for liabilities
2021
2020
£
£
Deferred tax liabilities
452,696
307,825
11
Called up share capital
31 December
31 December
31 December
31 December
2021
2020
2021
2020
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A of £1 each
1,000
1,000
1,000
1,000
Ordinary B of £1 each
1
1
1
1
Ordinary C of £1 each
1
1
1
1
1,002
1,002
1,002
1,002
Ordinary A shares have voting rights and voting rights in respect to dividends.
Ordinary B shares and Ordinary C shares have no voting rights. Ordinary B shares and Ordinary C shares have dividends rights only.
12
Profit and loss reserves
Profit and loss reserves represent accumulated realised profits less accumulated realised losses net of dividends paid.
13
Non-distributable profits reserve
2021
2020
£
£
At the beginning of the year
1,298,826
1,298,826
Non distributable profits in the year
2,570,998
-
At the end of the year
3,869,824
1,298,826
The non-distributable profits reserve represents unrealised revaluation surpluses relating to revaluation of investment properties, less deferred tax.
As at 31 December 2021, non-distributable reserves included:
unrealised revaluation surpluses of £4,313,489 (2020: £1,603,489); less
deferred tax of £443,655 (2020: £304,663).
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 9 -
14
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
The senior statutory auditor was Colm McGrory FCA and the auditor was Ormerod Rutter Limited.
15
Financial commitments, guarantees and contingent liabilities
The company is party to a standard security with HSBC on 18th February 2010. The security is charged against 15th Naysmith Road, South Hillington Industrial Estate.
The company is party to a debenture with HSBC on 24th December 2009. The debenture is a fixed and floating charge secured against 'all money and liabilities, whenever incurred by the company whether now or in the future.
The company is party to a mortgage with HSBC on 17th December 2009. The mortgage is charged against 2 Newlyn House, Millfields Road.
The company is party to a mortgage with HSBC on 17th December 2009. The mortgage is charged against Plot D. Springvale Business Park.
Although all of the charges are listed as outstanding on Companies House, the liability for each charge has been settled.
UTOPIA CAPITAL INVESTMENTS LIMITED (FORMERLY HALCON PROPERTIES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 10 -
16
Related party transactions
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.
Transactions with other entities under common control
At the year end, a loan balance of £635,013 (2020: £601,413 ) was owed to the company by a related party under common control.
Transactions with directors
Loan repayments made to directors of the company, and other transfers to and from the directors during the year ended 31 December 2021 totalled £364,850 (period ended 31 December 2020: £181,475).
Dividends paid to directors during the year ended 31 December 2021 totalled £25,800 (period ended 31 December 2020: £nil).
At the year end, amounts owed to directors of the company totalled £1,696,585 (2020: £2,017,444) and are included within Other creditors.
17
Parent company
The immediate parent company is Utopia Capital Investments Group Limited by right of their ownership of greater than 75% of company's share capital.
The ultimate controlling parties are Mr David William Conn and Mr Ian William Hall through their shareholdings in Utopia Capital Investments Group Limited.
2021-12-312021-01-01false11 August 2022CCH SoftwareCCH Accounts Production 2022.100No description of principal activityThis audit opinion is unqualifiedMr D W ConnMr I W Hall054785602021-01-012021-12-3105478560bus:Director12021-01-012021-12-3105478560bus:Director22021-01-012021-12-3105478560bus:RegisteredOffice2021-01-012021-12-3105478560bus:Agent12021-01-012021-12-31054785602021-12-31054785602020-12-3105478560core:LeaseholdImprovements2021-12-3105478560core:PlantMachinery2021-12-3105478560core:FurnitureFittings2021-12-3105478560core:LeaseholdImprovements2020-12-3105478560core:PlantMachinery2020-12-3105478560core:FurnitureFittings2020-12-3105478560core:CurrentFinancialInstrumentscore:WithinOneYear2021-12-3105478560core:CurrentFinancialInstrumentscore:WithinOneYear2020-12-3105478560core:CurrentFinancialInstruments2021-12-3105478560core:CurrentFinancialInstruments2020-12-3105478560core:ShareCapital2021-12-3105478560core:ShareCapital2020-12-3105478560core:FurtherSpecificReserve1ComponentTotalEquity2021-12-3105478560core:RevaluationReserve2020-12-3105478560core:RetainedEarningsAccumulatedLosses2021-12-3105478560core:RetainedEarningsAccumulatedLosses2020-12-3105478560core:ShareCapital2020-04-3005478560core:RevaluationReserve2020-04-3005478560core:RetainedEarningsAccumulatedLosses2020-04-30054785602020-04-3005478560core:ShareCapitalOrdinaryShares2021-12-3105478560core:ShareCapitalOrdinaryShares2020-12-3105478560core:RetainedEarningsAccumulatedLosses2020-05-012020-12-31054785602020-05-012020-12-3105478560core:RetainedEarningsAccumulatedLosses2021-01-012021-12-3105478560core:LeaseholdImprovementscore:LeasedAssetsHeldAsLessee2021-01-012021-12-3105478560core:PlantMachinery2021-01-012021-12-3105478560core:FurnitureFittings2021-01-012021-12-3105478560core:LeaseholdImprovements2020-12-3105478560core:PlantMachinery2020-12-3105478560core:FurnitureFittings2020-12-31054785602020-12-3105478560core:LeaseholdImprovements2021-01-012021-12-3105478560core:WithinOneYear2021-12-3105478560core:WithinOneYear2020-12-3105478560bus:PrivateLimitedCompanyLtd2021-01-012021-12-3105478560bus:SmallCompaniesRegimeForAccounts2021-01-012021-12-3105478560bus:FRS1022021-01-012021-12-3105478560bus:Audited2021-01-012021-12-3105478560bus:FullAccounts2021-01-012021-12-31xbrli:purexbrli:sharesiso4217:GBP