Caseware UK (AP4) 2022.0.179 2022.0.179 2023-06-302023-06-30Following the balance sheet date; The Company completed on its freehold investment redevelopment project and undertook a valuation exercise where it was determined by Savills plc on behalf of the directors that the fair value of the completed investment property as at 1 December 2023 was £14,830,000; and The Company and its newly acquired subsidiary undertaking, Astra Apartments Ltd, entered into a cross-collateralised loan arrangement with a third party lender for total borrowings of £9,262,898. The borrowings are secured by a fixed and floating charge over all present and future assets of both companies, including a first legal charge over the redeveloped freehold investment property held by the Company (see above) and a joint personal guarantee from the directors of both companies.2022-07-01falseNo description of principal activity00truetrueThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006. 11402425 2022-07-01 2023-06-30 11402425 2021-07-01 2022-06-30 11402425 2023-06-30 11402425 2022-06-30 11402425 1 2022-07-01 2023-06-30 11402425 d:Director2 2022-07-01 2023-06-30 11402425 c:FreeholdInvestmentProperty 2022-07-01 2023-06-30 11402425 c:FreeholdInvestmentProperty 2023-06-30 11402425 c:FreeholdInvestmentProperty 2022-06-30 11402425 c:CurrentFinancialInstruments 2023-06-30 11402425 c:CurrentFinancialInstruments 2022-06-30 11402425 c:Non-currentFinancialInstruments 2023-06-30 11402425 c:Non-currentFinancialInstruments 2022-06-30 11402425 c:CurrentFinancialInstruments c:WithinOneYear 2023-06-30 11402425 c:CurrentFinancialInstruments c:WithinOneYear 2022-06-30 11402425 c:Non-currentFinancialInstruments c:AfterOneYear 2023-06-30 11402425 c:Non-currentFinancialInstruments c:AfterOneYear 2022-06-30 11402425 c:Non-currentFinancialInstruments c:BetweenOneTwoYears 2023-06-30 11402425 c:Non-currentFinancialInstruments c:BetweenOneTwoYears 2022-06-30 11402425 c:Non-currentFinancialInstruments c:BetweenTwoFiveYears 2023-06-30 11402425 c:Non-currentFinancialInstruments c:BetweenTwoFiveYears 2022-06-30 11402425 c:ShareCapital 2023-06-30 11402425 c:ShareCapital 2022-06-30 11402425 c:RevaluationReserve 2022-07-01 2023-06-30 11402425 c:RevaluationReserve 2023-06-30 11402425 c:RevaluationReserve 2022-06-30 11402425 c:RetainedEarningsAccumulatedLosses 2022-07-01 2023-06-30 11402425 c:RetainedEarningsAccumulatedLosses 2023-06-30 11402425 c:RetainedEarningsAccumulatedLosses 2022-06-30 11402425 c:AcceleratedTaxDepreciationDeferredTax 2023-06-30 11402425 c:AcceleratedTaxDepreciationDeferredTax 2022-06-30 11402425 c:TaxLossesCarry-forwardsDeferredTax 2023-06-30 11402425 c:TaxLossesCarry-forwardsDeferredTax 2022-06-30 11402425 d:FRS102 2022-07-01 2023-06-30 11402425 d:AuditExempt-NoAccountantsReport 2022-07-01 2023-06-30 11402425 d:FullAccounts 2022-07-01 2023-06-30 11402425 d:PrivateLimitedCompanyLtd 2022-07-01 2023-06-30 11402425 4 2022-07-01 2023-06-30 iso4217:GBP xbrli:pure

Registered number: 11402425









ARKLOW ASTRA LIMITED







UNAUDITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 30 JUNE 2023

 
ARKLOW ASTRA LIMITED
REGISTERED NUMBER: 11402425

BALANCE SHEET
AS AT 30 JUNE 2023

2023
2022
Note
£
£

Fixed assets
  

Investment property
 5 
9,796,913
6,933,341

  
9,796,913
6,933,341

Current assets
  

Debtors
 6 
77,630
59,996

Cash at bank and in hand
 7 
167,923
9,081

  
245,553
69,077

Creditors: amounts falling due within one year
 8 
(9,298,216)
(5,604,634)

Net current liabilities
  
 
 
(9,052,663)
 
 
(5,535,557)

Total assets less current liabilities
  
744,250
1,397,784

Creditors: amounts falling due after more than one year
 9 
(23,456)
(33,803)

Provisions for liabilities
  

Deferred tax
 12 
(180,602)
(532,562)

  
 
 
(180,602)
 
 
(532,562)

Net assets
  
540,192
831,419


Capital and reserves
  

Called up share capital 
  
90
90

Other reserves
 13 
1,597,685
1,597,685

Profit and loss account
 13 
(1,057,583)
(766,356)

  
540,192
831,419

Page 1

 
ARKLOW ASTRA LIMITED
REGISTERED NUMBER: 11402425
    
BALANCE SHEET (CONTINUED)
AS AT 30 JUNE 2023

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

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 financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 

Elad Farkash
Director

Date: 3 April 2024

The notes on pages 3 to 10 form part of these financial statements.
Page 2

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023

1.


General information

Arklow Astra Limited (the "Company") is a private company limited by share capital, incorporated under the UK Companies Act 2006 and domiciled in England. The address of the Company's registered office is 2a Fortis Green, London, England, N2 9EL.

2.Accounting policies

  
2.1

Summary of significant accounting policies

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all reporting periods presented, unless otherwise stated.

 
2.2

Basis of preparation of financial statements

The financial statements of the Company have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland, and the UK Companies Act 2006.
The preparation of financial statements in conformity with Financial Reporting Standard 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company's accounting policies.
Details of those estimates and/or judgments made in applying the Company's accounting policies towards the preparation of these financial statements that may be considered as yielding a significant risk of a material adjustment being made to the carrying amounts of assets and/or liabilities reported in the balance sheet during the next financial reporting period are disclosed in note 3 to the financial statements.

  
2.3

Functional and presentational currency

Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates (the "functional currency").
The functional currency of the Company and the currency in which the financial statements are presented (the "presentational currency") is 'Pounds Sterling' (£) rounded to the nearest single unit of currency.

 
2.4

Going concern

The directors accept that although there does exist an inherent uncertainty that may cast doubt about the ability of the Company to continue as a going concern, as is the case with all companies; the directors consider the uncertainty to be sufficiently insignificant, given the Company's net asset position as at the balance sheet date, market value of the investment property development project the Company has completed following the balance sheet date and reasonable expectation that the Company shall have adequate financial resources available at its disposal to continue in operational existence for the foreseeable future such that the application of going concern basis in preparing the Company's financial statements remains appropriate. In turn the directors have prepared the Company's financial statements under the going concern basis and not recognised any adjustments in the financial statements that would arise if the going concern basis were to become no longer appropriate.

Page 3

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023

2.Accounting policies (continued)

 
2.5

Revenue

Revenue comprises rental income recognised in the period to which it relates on an accruals basis and measured at the fair value of consideration receivable.

 
2.6

Government grants

Amounts recognised in profit or loss reflect grants receivable under the COVID-19 Bounce Bank Loan Scheme ("BBLS"). COVID-19 related grants are government grants receivable in light of the ongoing COVID-19 pandemic.
Under the BBLS, grant income may be claimed towards interest payable by the Company in respect of loan facilities acquired and guaranteed by the UK Government on behalf of small and medium businesses in the UK.
BBLS grant income is recognised in profit or loss as part of other operating income in the same period in which the related costs are incurred to the extent there is reasonable certainty that the grant will be received.

 
2.7

Finance costs

Interest payable is charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount.
All borrowing costs are recognised in profit or loss in the year in which they are incurred unless where considered, in the opinion of the directors, to be material with respect to the value of the associated capital instrument upon which the respective borrowing costs on issue are initially recognised as a reduction against the proceeds of the associated capital instrument.

 
2.8

Exceptional items

Exceptional items are items that are unusual because of their size, nature or incidence and which the directors consider should be disclosed separately to enable a full understanding of the Company's results.

 
2.9

Taxation

Taxation for the Company comprises of current (i.e. corporation) and deferred taxation with respect to operations undertaken solely in the UK and is recognised in profit or loss.
Current taxation is calculated using tax rates and on the basis of tax laws enacted or substantively enacted at the balance sheet date. The directors of the Company will periodically evaluate positions taken in tax returns with respect to situations in which tax regulation is subject to interpretation and in turn will establish a provision, where appropriate, on the basis of amounts expected to be payable.
Deferred taxation is recognised on temporary differences arising between the tax bases of assets and liabilities and their respective carrying amounts in the financial statements. Deferred taxation is calculated using tax rates and on the basis of tax laws enacted or substantively enacted at the balance sheet date expected to apply when the related deferred tax asset/liability is realised/settled.
Deferred tax assets are recognised only to the extent that it is sufficiently probable that future taxable profits will be available against which the temporary differences can be utilised.

Page 4

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023

2.Accounting policies (continued)

 
2.10

Investment property

Investment property comprises of property held by the Company to earn income or for capital appreciation, or both.
Investment property is initially recognised at purchase cost plus directly attributable acquisition expenses and subsequently measured at fair value.
Investment properties are not depreciated
Gains and losses arising from changes in fair value are recognised in profit or loss during the period in which they arise.
Purchases and sales of investment property are recognised when contracts have been unconditionally exchanged and the significant risks and rewards of ownership have been transferred. An investment property is derecognised for accounting purposes upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying value) is recognised in profit or loss in the period the asset is derecognised.

 
2.11

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities; with said financial assets and liabilities classified in accordance with the substance of the underlying contractual obligations rather than its legal form.
Financial assets and liabilities are recognised upon becoming party to the contractual provisions of the instrument. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or the financial asset is transferred along with substantially all the risks and rewards of ownership of the asset to another party. Financial liabilities are derecognised only when the underlying obligations are discharged, cancelled or expired.
The measurement of specific financial assets, financial liabilities and equity held by the Company is as outlined in notes 2.12 to 2.15 of the financial statements.

 
2.12

Debtors

Debtors excluding deferred tax assets (see note 2.9) are initially measured at transaction price (i.e. fair value) and subsequently held, at transaction price less provision for impairment.

 
2.13

Cash and cash equivalents

Cash balances are reported as being financial instruments classified as short term receivables and are represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours and subject to an insignificant risk of changes in value. Cash balances are held at floating interest rates linked to UK bank rates.

Page 5

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023

2.Accounting policies (continued)

 
2.14

Creditors

Creditors are initially measured and subsequently held at transaction price.
Bank loans issued at commercial market rates are initially measured at transaction price net of transaction costs, where relevant (see note 2.7), and subsequently measured at amortised cost using the effective interest method with interest recognised on an effective yield basis.

 
2.15

Equity

Ordinary share capital, shown in equity, is initially measured and subsequently held at its nominal value. Where the transaction price for issued shares exceeds their nominal value, the difference is shown under equity in a share premium account with any directly attributable transaction costs associated with the issuing of said shares deducted from said share premium account.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies, the directors are required to make judgments, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. Although the expected outcome of said estimates and assumptions will, by definition, seldom equal the related actual results; estimates and judgments made are continually re-evaluated and are based on historical experience as well as other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Critical judgments in applying the entity’s accounting policies
The valuation of investment properties involves the application, and therefore significant judgment, of unobservable inputs.
Critical accounting estimates and assumptions
The estimates and assumptions that are considered as having a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial period are addressed below:
Investment properties
The fair value of investment properties is determined annually by the directors on an open market value basis by reference to specific advice from third party experts and available market evidence. In determining the fair value, a number of estimates and assumptions are required based on the property market as a whole and rental yields, nature, location and condition of the specific investment property.


4.


Employees

The average monthly number of employees, including directors, during the year was 0 (2022 - 0).
In accordance with UK legislation, office holders (i.e. registered company directors or secretaries) of the Company are not employees of the Company on the grounds that they are not party to a contract with the Company that meets the criteria for status of an employee.

Page 6

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023

5.


Investment property


Freehold investment property

£



Valuation


At 1 July 2022
6,933,341


Additions at cost
2,863,572



At 30 June 2023
9,796,913

The 2023 valuations were made by the directors, on an open market value for existing use basis.

Based on the valuation exercise performed, the directors are of the opinion that the movement in fair value as at 30 June 2023 from that brought forward as at 1 July 2022 and the value of additions made during the year at cost is immaterial and does not warrant an adjustment for re-valuation to be recognised as at the balance sheet date.





6.


Debtors

2023
2022
£
£

Falling due within one year

Trade debtors
25,573
6,557

Amounts owed by group undertakings
2,594
-

Other debtors
49,463
53,439

77,630
59,996


Amounts owed by group undertakings are unsecured, non-interest bearing and repayable on demand with no fixed date of repayment.


7.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
167,923
9,081


Page 7

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023

8.


Creditors: Amounts falling due within one year

2023
2022
£
£

Bank loans
7,847,557
4,004,958

Trade creditors
375,324
691,305

Amounts owed to group undertakings
277,335
260,672

Other creditors
689,100
645,699

Accruals and deferred income
108,900
2,000

9,298,216
5,604,634


Amounts owed to group undertakings are unsecured, non-interest bearing and repayable on demand with no fixed date of repayment.


9.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Bank loans
23,456
33,803



10.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£

Amounts falling due within one year

Bank loans
7,847,557
4,004,958

Amounts falling due 1-2 years

Bank loans
9,484
9,484

Amounts falling due 2-5 years

Bank loans
13,972
24,319


7,871,013
4,038,761


Page 8

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
 
10. (continued)

Bank loans amounting to £7,838,073 (2022: £3,995,706) are secured by a fixed and floating charge over all present and future assets of the Company including a first legal charge over the freehold investment property held by the Company, a joint personal guarantee from the directors limited to a maximum of £3,091,554 plus any interest and related costs and, where amounts owed by the Company exceed £5,000,000, the shares held in Thame House Limited and Equitable Properties Limited by the shareholders of the Company. Thame House Limited and Equitable Properties Limited are companies incorporated in England and Wales under the UK Companies Act. 


11.


Financial instruments

The Company held no financial instruments that would require specific disclosure under sections 11 or 12 of Financial Reporting Standard 102 and paragraph 36 of Schedule 1 to the Companies Act 2006.


12.


Deferred taxation




2023


£






At beginning of year
(532,562)


Charged to profit or loss
351,960



At end of year
(180,602)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Fair value movements on investment properties
(532,562)
(532,562)

Tax losses carried forward
351,960
-

(180,602)
(532,562)


In the opinion of the directors, net deferred taxation assets of c.£50,000 are expected to reverse in the following financial reporting period.

Page 9

 
ARKLOW ASTRA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023

13.


Reserves

Other reserves

Other reserves comprise of all current and prior period non-distributable gains and losses net of deferred taxation in respect of fair value movements on revaluation of investment properties held by the Company originally recognised through profit or loss.

Profit and loss account

The profit and loss account includes all current and prior period retained profits and (losses) net of amounts distributed to the Company's equity shareholders.


14.


Related party transactions

At the balance sheet date, the Company owed £963,841 (2022: £905,141) in respect of unsecured and non-interest bearing sums to companies connected by virtue of common control and/or being a fellow group undertaking of the group of which the Company is a non-wholly owned undertaking of. Amounts owed are repayable on demand with no fixed date for repayment.
During the year, the Company was charged £11,249 (2022: £8,090) by companies under common control for the provision of accountancy and bookkeeping services.
During the year, the Company was charged £105,000 (2022: £nil) by companies under common control for the provision of property management services.
There were no other related party transactions and/or period end balances to report in accordance with Financial Reporting Standard 102 or the Companies Act 2006 as part of these financial statements.


15.


Post balance sheet events

Following the balance sheet date;

The Company completed on its freehold investment redevelopment project and undertook a valuation exercise where it was determined by Savills plc on behalf of the directors that the fair value of the completed investment property as at 1 December 2023 was £14,830,000; and

The Company and its newly acquired subsidiary undertaking, Astra Apartments Ltd, entered into a cross-collateralised loan arrangement with a third party lender for total borrowings of £9,262,898. The borrowings are secured by a fixed and floating charge over all present and future assets of both companies, including a first legal charge over the redeveloped freehold investment property held by the Company (see above) and a joint personal guarantee from the directors of both companies.


16.


Controlling party

The Company's immediate parent undertaking is Morphuse Group Limited, a private company incorporated under the Companies Act 2006 which, as of 20 December 2023, holds a 100% interest in the total voting rights of the Company.
Morphuse Group Limited is the parent undertaking of the smallest group to consolidate these financial statements, Copies of the aforementioned consolidated financial statements for Morphuse Group Limited are not publicly available by virtue of exemptions available under the small companies regime.
Page 10

 
ARKLOW ASTRA LIMITED
 
 
 Page 11