Company registration number 09348049 (England and Wales)
ELLOUGHTON GLASSHOUSES LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
PAGES FOR FILING WITH REGISTRAR
ELLOUGHTON GLASSHOUSES LIMITED
CONTENTS
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 10
ELLOUGHTON GLASSHOUSES LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2023
31 March 2023
- 1 -
2023
2022
Unaudited
as restated
Notes
£
£
£
£
Fixed assets
Investment properties
4
777,000
1,520,000
Current assets
Trade and other receivables falling due after one year
6
713,009
721,806
Trade and other receivables falling due within one year
6
959,948
935,949
Cash at bank
1,097
982
1,674,054
1,658,737
Current liabilities
7
(139,746)
(889,061)
Net current assets
1,534,308
769,676
Total assets less current liabilities
2,311,308
2,289,676
Non-current liabilities
8
(1,072,654)
(364,130)
Provisions for liabilities
(126,000)
(312,000)
Net assets
1,112,654
1,613,546
Equity
Called up share capital
10
3
3
Retained earnings
1,112,651
1,613,543
Total equity
1,112,654
1,613,546
The directors of the company have elected not to include a copy of the income statement 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 27 March 2024 and are signed on its behalf by:
A Bartho
Director
Company Registration No. 09348049
ELLOUGHTON GLASSHOUSES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 2 -
Share capital
Retained earnings
Total
Notes
£
£
£
As restated for the period ended 31 March 2022:
Balance at 1 January 2021
1
475,118
475,119
Period ended 31 March 2022:
Profit and total comprehensive income
-
1,138,425
1,138,425
Issue of share capital
10
2
-
2
Balance at 31 March 2022
3
1,613,543
1,613,546
Year ended 31 March 2023:
Loss and total comprehensive income
-
(500,892)
(500,892)
Balance at 31 March 2023
3
1,112,651
1,112,654
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
- 3 -
1
Accounting policies
Company information
Elloughton Glasshouses Limited is a private company limited by shares incorporated in England and Wales. The registered office is First Floor, 5 Fleet Place, London, EC4M 7RD.
1.1
Reporting period
In the prior period, the company changed its accounting reference date from 31 December to 31 March. The period covered by these financial statements is the period 1 April 2022 to 31 March 2023, while the comparative figures cover the period 1 January 2021 to 31 March 2022 so are not entirely comparable. The decision to lengthen the accounting period was made to bring the company's year end in line with the rest of its 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 investment properties at fair value. The principal accounting policies adopted are set out below.
1.3
Going concern
Atruet the time of approving the financial statements, the directors 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
Revenue
Revenue consists of finance charges and rental income receivable, and arises solely in the United Kingdom.
1.5
Investment properties
Investment property, which is property held to earn rentals and 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 the income statement.
1.6
Impairment of non-current assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.7
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include deposits held at call with banks.
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 4 -
1.8
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 statement of financial position 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 trade and other receivables and cash 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.
Impairment of financial assets
Financial assets, other than those held at fair value through the statement of income, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the statement of income.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in the statement of income.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 trade and other payables, bank loans, loans from fellow group companies and preference shares 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.
Trade payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 5 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.9
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.10
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 income statement 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.
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 income statement, 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.
1.11
Leases
Amounts due from lessees under finance leases are recognised as receivables at the amount of the company’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the company’s net investment outstanding in respect of leases.
1.12
Assets leased to third parties are shown as current assets net of future finance charges receivable. Finance charges are allocated to accounting periods to give a constant periodic rate of return on the net cash investment in the lease in each period.
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.
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 6 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Investment properties
Investment property was professionally valued using the critical, property-specific considerations and market conditions. The Directors have used the input from the valuer to inform the 31 March 2023 valuation of the investment property used in the financial statements. There is an inevitable degree of judgement involved in this as this property has unique features and the value can only truly be tested through a sale process in the market itself. The valuation included in these financial statements is management’s best estimate of the property’s value at the reporting date based on the information available.
3
Employees
The average monthly number of persons (including directors without employment contracts) employed by the company during the year was:
2023
2022
Number
Number
Total
3
2
4
Investment property
2023
£
Fair value
At 1 April 2022
1,520,000
Revaluations
(743,000)
At 31 March 2023
777,000
The company’s investment property portfolio undergoes valuation by an independent valuer in accordance with RICS Red Book standards. The directors have used the input from the valuer as a basis for assessing the fair value of the investment property at each reporting date.
The company has pledged the investment property to secure its bank loans by way of a fixed charge.
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 7 -
5
Finance lease receivables
2023
2022
£
£
Gross amounts receivable under finance leases:
Within one year
122,688
122,795
In two to five years
490,750
491,393
In over five years
1,446,195
1,567,501
2,059,633
2,181,689
Unearned finance income
(1,337,088)
(1,451,621)
Present value of minimum lease payments receivable
722,545
730,068
The present value is receivable as follows:
Within one year
9,536
8,262
In two to five years
57,278
49,623
In over five years
655,731
672,183
722,545
730,068
Analysis of finance leases
Finance lease receivables are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:
2023
2022
£
£
Current assets
9,536
8,262
Non-current assets
713,009
721,806
722,545
730,068
6
Trade and other receivables
2023
2022
£
£
Amounts falling due within one year:
Trade receivables
31,911
Finance leases receivable
9,536
8,262
Other receivables
945,789
890,925
Prepayments and accrued income
4,623
4,851
959,948
935,949
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
6
Trade and other receivables
(Continued)
- 8 -
2023
2022
£
£
Amounts falling due after more than one year:
Finance leases receivable
713,009
721,806
Total debtors
1,672,957
1,657,755
7
Current liabilities
2023
2022
£
£
Bank loans
31,984
797,540
Trade payables
4,623
4,378
Corporation tax
45,400
45,400
Deferred income
21,739
37,063
Accruals
36,000
4,680
139,746
889,061
8
Non-current liabilities
2023
2022
Notes
£
£
Bank loans and overdrafts
730,263
Deferred income
342,391
364,130
1,072,654
364,130
The bank loan is secured by way of fixed and floating charges over the assets of the company.
9
Provisions for liabilities
2023
2022
£
£
Deferred tax liabilities
126,000
312,000
10
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
3
3
3
3
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 9 -
11
Reserves
Retained earnings are comprised of both distributable and non-distributable reserves.
12
Non-distributable profits reserve
2023
2022
£
£
At the beginning of the year
933,890
-
Non distributable profits in the year
(557,000)
933,890
At the end of the year
376,890
933,890
13
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.
Senior Statutory Auditor:
Aron Kleiman ACA
Statutory Auditor:
Wilson Wright LLP
Date of audit report:
28 March 2024
14
Financial commitments, guarantees and contingent liabilities
Elloughton Glasshouses Limited is one of several entities to have provided a guarantee in respect of a bank loan amounting to £7.5m in total. Of the £7.5m loan, £800k was allocated to Elloughton Glasshouses Limited. The other entities that are part of the cross guarantee are Teesside Growers Limited, P3P Selby Limited and P3P Brigg Lane Limited. The guarantee and any other liabilities due to the bank are secured against the company's assets by way of a fixed and floating charge.
15
Events after the reporting date
Subsequent to the year end, on 1 April 2023, the group underwent restructuring. The immediate parent company remains the same, P3P Partners LLP became the ultimate parent entity.
16
Parent company
The immediate parent company and smallest and largest group to consolidate these financial statements is P3P Asset Holdings Limited. The registered office of P3P Asset Holdings Limited is 1st Floor, 5 Fleet Place, London, United Kingdom, EC4M 7RD.
17
Prior period adjustment
Upon review of all information available as at 31 March 2022, the directors believe that there was a more appropriate figure for the fair value of the investment property at this date. Therefore, the investment property value has been restated.
This adjustment has created a movement in the deferred tax provision and therefore the deferred tax provision has also been restated.
ELLOUGHTON GLASSHOUSES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
17
Prior period adjustment
(Continued)
- 10 -
Changes to the statement of financial position
As previously reported
Adjustment
As restated at 31 Mar 2022
£
£
£
Fixed assets
Investment properties
274,110
1,245,890
1,520,000
Provisions for liabilities
Deferred tax
-
(312,000)
(312,000)
Net assets
679,656
933,890
1,613,546
Capital and reserves
Retained earnings
679,653
933,890
1,613,543
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