Company registration number 13806014 (England and Wales)
CHEVALIER (KS) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2023
CHEVALIER (KS) LIMITED
COMPANY INFORMATION
Directors
Hoi Sang KUOK
(Appointed 17 December 2021)
Christopher Kwun Shing LIU
(Appointed 17 December 2021)
Chi Wing MA
(Appointed 17 December 2021)
Kwok Wing TAM
(Appointed 17 December 2021)
Company number
13806014
Registered office
14 David Mews
London
W1U 6EQ
Auditor
Oliver Clive & Co Limited
14 David Mews
London
W1U 6EQ
CHEVALIER (KS) LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Profit and loss account
6
Balance sheet
7
Notes to the financial statements
8 - 12
CHEVALIER (KS) LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 MARCH 2023
- 1 -
The directors present their annual report and financial statements for the period ended 31 March 2023.
Principal activities
The principal activity of the company is that of letting and ownership of real estate investment properties.
The company was incorporated on 17th December 2021 and commenced trading on 18th March 2022. Therefore the accounts have been prepared for the period from incorporation to 31 March 2023.
Results and dividends
The results for the period are set out on page 6.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
Hoi Sang KUOK
(Appointed 17 December 2021)
Christopher Kwun Shing LIU
(Appointed 17 December 2021)
Chi Wing MA
(Appointed 17 December 2021)
Kwok Wing TAM
(Appointed 17 December 2021)
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Christopher Kwun Shing LIU
Director
15 November 2023
CHEVALIER (KS) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 MARCH 2023
- 2 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial period. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. 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.
CHEVALIER (KS) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CHEVALIER (KS) LIMITED
- 3 -
Opinion
We have audited the financial statements of Chevalier (KS) Limited (the 'company') for the period ended 31 March 2023 which comprise the profit and loss account, the balance sheet and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable 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 state of the company's affairs as at 31 March 2023 and of its loss for the period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and the provisions available for small entities, in the circumstances set out in note 12 to the financial statements, and we 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 our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report 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 our audit:
the information given in the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
CHEVALIER (KS) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF CHEVALIER (KS) LIMITED
- 4 -
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 the audit, we have not identified material misstatements in the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us 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 remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from 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 as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative 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 from material 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 with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statements disclosures to underlying supporting documentation, enquiries with management and enquiries of legal counsel. There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
CHEVALIER (KS) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF CHEVALIER (KS) LIMITED
- 5 -
This report is made solely to the company's member in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's member those matters we are required to state to the member in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member, for our audit work, for this report, or for the opinions we have formed.
Nicholas Angel
Senior Statutory Auditor
For and on behalf of Oliver Clive & Co Limited
15 November 2023
Chartered Accountants
Statutory Auditor
14 David Mews
London
W1U 6EQ
CHEVALIER (KS) LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 31 MARCH 2023
- 6 -
Period
ended
31 March
2023
Notes
£
Turnover
2,404,864
Administrative expenses
(1,145,506)
Operating profit
1,259,358
Interest receivable and similar income
3,162
Interest payable and similar expenses
(1,639,474)
Amounts written off investments
4
(5,012,027)
Loss before taxation
(5,388,981)
Tax on loss
Loss for the financial period
(5,388,981)
The profit and loss account has been prepared on the basis that all operations are continuing operations.
CHEVALIER (KS) LIMITED
BALANCE SHEET
AS AT
31 MARCH 2023
31 March 2023
- 7 -
2023
Notes
£
£
Fixed assets
Investment property
5
42,700,000
Current assets
Debtors
6
522,903
Cash at bank and in hand
1,063,967
1,586,870
Creditors: amounts falling due within one year
7
(22,687,751)
Net current liabilities
(21,100,881)
Total assets less current liabilities
21,599,119
Creditors: amounts falling due after more than one year
8
(26,988,000)
Net liabilities
(5,388,881)
Capital and reserves
Called up share capital
100
Profit and loss reserves
(5,388,981)
Total equity
(5,388,881)
These financial statements have been prepared 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 15 November 2023 and are signed on its behalf by:
Christopher Kwun Shing LIU
Director
Company Registration No. 13806014
CHEVALIER (KS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2023
- 8 -
1
Accounting policies
Company information
Chevalier (KS) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 14 David Mews, London, W1U 6EQ.
1.1
Reporting period
The company was incorporated on 17 December 2021, the year end was extended to 31 March 2023 to bring it in line with other companies in the group.
1.2
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.
1.3
Going concern
The company has made losses of £5,388,981 in the period and there istrue a net deficiency of assets of £5,388,881 at the balance sheet date. However, at the time of approving the financial statements, the directors have confirmed the continued financial support from the immediate and ultimate parent companies for at least the 12 months following the approval of the financial statements, in conjunction with an assessment of forecasted cashflows and compliance with covenants, and therefore have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4
Turnover
Rental income, including fixed rental uplifts, is recognised in the income statement on a straight-line basis over the term of the lease. Lease incentives being offered to occupiers to enter into a lease, such as an initial rent-free period or a cash contribution to fit out or similar costs, are an integral part of the net consideration for the use of the property and are therefore recognised on the same straight-line basis.
1.5
Investment property
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. Changes in fair value are recognised in profit or loss.
1.6
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash at bank and deposits held at call with banks and bank overdrafts.
CHEVALIER (KS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 9 -
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.8
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
CHEVALIER (KS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2023
- 10 -
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Fair value of property
The fair value of property is determined each year by a qualified independent valuer.
3
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2023
Number
Total
4
4
Amounts written off investments
2023
£
Fair value gains/(losses)
Loss on investment properties
(5,012,027)
5
Investment property
2023
£
Fair value
At 17 December 2021
Additions
47,712,027
Revaluations
(5,012,027)
At 31 March 2023
42,700,000
CHEVALIER (KS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2023
5
Investment property
(Continued)
- 11 -
Investment property comprises of the commercial office at 29 and 33 King Street which was purchased during the year on 18th March 2022. The property has been revalued to its fair value at the period end and the revaluation is included within the profit and loss account (see note 4).
The valuation was performed on 31 March 2023 by an independent RICS Registered Valuer. The valuation report is prepared in accordance with the appropriate sections of the current RICS Valuation – Global Standards incorporating the IVSC International Valuation Standards and the current UK National Supplement (the ‘Red Book’).
6
Debtors
2023
Amounts falling due within one year:
£
Trade debtors
76,198
Other debtors
446,705
522,903
7
Creditors: amounts falling due within one year
2023
£
Bank loans
552,000
Trade creditors
38,589
Amounts owed to group undertakings
21,216,152
Taxation and social security
84,514
Other creditors
796,496
22,687,751
8
Creditors: amounts falling due after more than one year
2023
£
Bank loans and overdrafts
26,988,000
There is a secured term loan facility of £27,540,000 on the property 29 and 33 King Street held by The Bank of East Asia (London Branch). The loan is interest-bearing at 1.55% above Bank of England base rate. Quarterly payments of £138,000 commenced from June 2023.
CHEVALIER (KS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2023
- 12 -
9
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2023
£
Within one year
15,000
Between two and five years
60,000
In over five years
14,955,000
15,030,000
The operating lease commitment runs until 2159.
10
Related party transactions
Amounts owed to group undertakings consist of an interest free loan from Chevalier International Holdings Limited, the ultimate parent company, of £219,653 and two loans from Kingdom Max Limited ("KML"), the company's parent company for £20,996,499. Of the loans from KML, £4,590,000 bears interest at 7.19% per annum and £16,406,499 bears no interest. The total balance is repayable on demand.
11
Parent company
The company's parent company is Kingdom Max Limited, a company incorporated in Hong Kong and whose registered office is 22/F Chevalier Commercial Centre, 8 Wang Hoi Road, Kowloon Bay, Hong Kong.
The company's ultimate parent company is Chevalier International Holdings Limited, a company incorporated in Bermuda and whose registered office is Victoria Place, 5/F 31 Victoria Street, Hamilton HM 10, Bermuda.
12
Non-audit services provided by auditor
In common with many businesses of our size and nature we use our auditor to prepare and submit returns to the tax authorities and assist with the preparation of the financial statements.
13
Auditor's liability limitation agreement
The company entered into a limited liability agreement with its auditor, Oliver Clive & Co Limited, in respect of a £250,000 limited liability, as agreed on 28 February 2023 in the terms of the audit engagement.
2023-03-312021-12-17falseCCH SoftwareCCH Accounts Production 2023.100Hoi Sang KUOKChristopher Kwun Shing LIUChi Wing MAKwok Wing TAM138060142021-12-172023-03-3113806014bus:Director12021-12-172023-03-3113806014bus:Director22021-12-172023-03-3113806014bus:Director32021-12-172023-03-3113806014bus:Director42021-12-172023-03-3113806014bus:RegisteredOffice2021-12-172023-03-31138060142023-03-3113806014core:CurrentFinancialInstrumentscore:WithinOneYear2023-03-3113806014core:Non-currentFinancialInstrumentscore:AfterOneYear2023-03-3113806014core:CurrentFinancialInstruments2023-03-3113806014core:ShareCapital2023-03-3113806014core:RetainedEarningsAccumulatedLosses2023-03-31138060142021-12-1613806014core:WithinOneYear2023-03-3113806014core:Non-currentFinancialInstruments2023-03-3113806014core:BetweenTwoFiveYears2023-03-3113806014core:MoreThanFiveYears2023-03-3113806014bus:PrivateLimitedCompanyLtd2021-12-172023-03-3113806014bus:FRS1022021-12-172023-03-3113806014bus:Audited2021-12-172023-03-3113806014bus:FullAccounts2021-12-172023-03-31xbrli:purexbrli:sharesiso4217:GBP