Company registration number 12156458 (England and Wales)
RC HOXTON LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
PAGES FOR FILING WITH REGISTRAR
RC HOXTON LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Statement of changes in equity
3
Notes to the financial statements
4 - 11
RC HOXTON LIMITED
BALANCE SHEET
AS AT
31 MARCH 2023
31 March 2023
- 1 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
3
38,312
-
0
Investment property
4
2,025,594
2,150,000
2,063,906
2,150,000
Current assets
Debtors
15,232
13,249
Cash at bank and in hand
28,880
253,937
44,112
267,186
Creditors: amounts falling due within one year
(3,672,383)
(3,337,926)
Net current liabilities
(3,628,271)
(3,070,740)
Total assets less current liabilities
(1,564,365)
(920,740)
Capital and reserves
Called up share capital
7
2
2
Profit and loss reserves
(1,564,367)
(920,742)
Total equity
(1,564,365)
(920,740)

In accordance with section 444 of the Companies Act 2006, all of the members of the company have consented to the preparation of abridged financial statements pursuant to paragraph 1A of Schedule 1 to the Small Companies and Groups (Accounts and Directors’ Report) Regulations (SI 2008/409)(b).

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 March 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

RC HOXTON LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 MARCH 2023
31 March 2023
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 29 March 2024 and are signed on its behalf by:
Sasha Stupar
Director
Company Registration No. 12156458
RC HOXTON LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 3 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 April 2021
2
(606,538)
(606,536)
Year ended 31 March 2022:
Loss and total comprehensive income for the year
-
(314,204)
(314,204)
Balance at 31 March 2022
2
(920,742)
(920,740)
Year ended 31 March 2023:
Loss and total comprehensive income for the year
-
(643,625)
(643,625)
Balance at 31 March 2023
2
(1,564,367)
(1,564,365)
RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
- 4 -
1
Accounting policies
Company information

RC Hoxton Limited is a private company limited by shares incorporated in England and Wales. The registered office is Seebeck House 1 Seebeck Place, Knowlhill, Milton Keynes, Buckinghamshire, United Kingdom, MK5 8FR.

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.

Exemptions for qualifying entities under FRS102, Section 1A

FRS 102, Section 1A allows a Small Entity, as defined, certain disclosure exemptions, subject to certain conditions, which have been complied with, including notification of, and no objection to, the use of exemptions by the Shareholders.

 

The company qualifies as a Small Entity as it meets the Small Entity criteria and hence has prepared these consolidated financial statements in accordance with FRS 102, Section 1A which sets out the presentation and disclosure requirements applicable to small entities, whilst the recognition and measurement requirements of the other sections would apply.

 

A Small Entity is not required to comply with disclosure requirements of Sections 8 - 35 of FRS 102 and hence the qualifying partnership has not presented:

1.2
Going concern

At the date of approving these financial statements the Directors have assessed cashflow forecasts and budgets for the company. As such the Directors have a reasonable expectation that the company will continue to meet its obligations as they fall due and can continue in operational existence for a period of at least 12 months from the date these financial statement are approved.

1.3
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.

RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 5 -

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:

Fixtures and fittings
20% Straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.4
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. Changes in fair value are recognised in profit or loss.

1.5
Impairment of fixed 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.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 6 -
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 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.

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 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.

 

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
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.

RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 7 -
1.9
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.10
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.

2
Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the period end date and the amounts reported for revenues and expenses during the period. However, the nature of estimation means that actual outcomes could differ from those estimates. The items in these financial statements where these judgements and estimates have been made include valuation of the investment property.

 

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 Property

In accordance with the accounting standards adopted by the company, the investment property is stated at fair value as at the period end date.

 

The Directors have used their own experience and reference to open market prices of similar properties to determine a fair value at the balance sheet date. However, any technique or method used to determine a fair value is inherently subjective due to a number of factors including the individual nature of the property, its location and the expectation of future rentals and development potential. As a result, the valuations placed on the investment property are subject to a degree of uncertainty and are made on the basis of assumptions that may not prove to be accurate, particularly in years of volatility or low transaction flow in the market. As a result, if the assumptions prove to be inaccurate, actual results of operations and realisation of the investment property could differ from the estimates set forth in these financial statements, and the difference could be significant.

 

 

RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 8 -
3
Tangible fixed assets
Total
£
Cost
At 1 April 2022
-
0
Additions
47,890
At 31 March 2023
47,890
Depreciation and impairment
At 1 April 2022
-
0
Depreciation charged in the year
9,578
At 31 March 2023
9,578
Carrying amount
At 31 March 2023
38,312
At 31 March 2022
-
0
4
Investment property
2023
£
Fair value
At 1 April 2022
2,150,000
Additions
243,605
Revaluations
(368,011)
At 31 March 2023
2,025,594

The company acquired the investment property on 14 November 2019, with a view to further developing the property for it then to be rented.

 

The fair value of the investment property has been arrived at, by the directors, on the basis of a valuation made on an open market value basis by reference to market evidence of transaction prices for similar properties. At 31 March 2023, the Directors have assessed this value to be £2,025,594.

 

As detailed in Note 8, the loan to the company for the purpose of acquisition and development is secured against the above investment property and would be repayable on full disposal of the investment property.

RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
4
Investment property
(Continued)
- 9 -
If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
2023
2022
£
£
Cost
2,692,683
2,449,078
Accumulated depreciation
-
-
Carrying amount
2,692,683
2,449,078
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Total
4
4
6
Loans and overdrafts
2023
2022
£
£
Other loans
2,036,069
1,785,396
Payable within one year
2,036,069
1,785,396

The long-term loans are secured by fixed charge over the investment property as detailed in note 4.

RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
6
Loans and overdrafts
(Continued)
- 10 -

The terms of the loan during the year were were follows:

-Interest Rate: 9.5%-10.5% per annum with interest being calculated on a daily basis and rolled into the loan balance as above.

- A monthly fee of £1,000 payable for the duration of the loan.

 

Following the securing of a tenant in October 2023, the loan was extended on the following terms:

- Loan Redemption date: 20 January 2024

- Interest Rate 11.5% per annum with interest being calculated on a daily basis and rolled into the loan balance as above.

- A monthly fee of £1,000 payable for the duration of the loan.

 

On 8 February 2024, the loan facility was renegotiated on the following terms:

- Loan Redemption date: 20 October 2018

- Loan amount: £2,220,838 which included all rolled up interest to 8 February 2024.

- A monthly fee of £1,000 payable to the lender for the duration of the loan.

- Interest is accrued daily based upon an 'adjusted base rate' + 'margin'.

- The 'adjusted base rate' is defined as:

A percentage amount equal to the official bank rate of the Bank of England as published by the Bank of England from time to time (“Base Rate”) subject to the following adjustments:

(a) if Base Rate varies (either up or down) then the Adjusted Base Rate will vary (either up or down) by half the amount;

(b) if Base Rate is less than 3.75%, the Adjusted Base Rate shall be deemed to be 3.75%; and

(c) if Base Rate is more than 5.25%, the Adjusted Base Rate shall be deemed to be 5.25%.

- The 'margin' is defined as:

Period                            Margin % p.a.

From the date of this Agreement until 31 December 2024    6.25%

From 1 January 2025 until 31 October 2027            3.75%

From 1 November 2027 until 31 January 2028            6.25%

From 1 February 2028 until the repayment of all liabilities

under the Finance Documents                 3.75%

- Interest is payable as follows:

Accrued interest on the loan is to be paid via monthly payments to the Lender of £11,000 per month, subject to the following:

(a) the first interest payment instalment is due on 31 December 2024;

(b) the Borrower is not required to make interest payment instalments on 30 November 2027, 31 December 2027 and 31 January 2028; and

(c) monthly interest payment instalments will commence again on 28 February 2028.

7
Called up share capital
2023
2022
£
£
Ordinary share capital
Issued and fully paid
2 Ordinary Shares of £1 each
2
2
RC HOXTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 11 -
8
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

 

Riverside Capital Group Limited are a related party by virtue of common Directors:

 

 

 

PIN DM Ltd are a related party by virtue of common Directors:

9
Parent company

The parent company of RC Hoxton Limited is RC Hoxton Holdings Limited and its registered office is Seebeck House 1 Seebeck Place, Knowlhill, Milton Keynes, Buckinghamshire, United Kingdom, MK5 8FR.

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