Company Registration No. 07099748 (England and Wales)
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
COMPANY INFORMATION
Directors
D A Leedham
J L Barnes
S McGhee
(Appointed 15 May 2023)
JS Gordon
(Appointed 30 June 2023)
Secretary
Resolis Limited
Company number
07099748
Registered office
1 Park Row
Leeds
United Kingdom
LS1 5AB
Auditor
Johnston Carmichael LLP
7-11 Melville Street
Edinburgh
EH3 7PE
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditor's report
4 - 7
Profit and loss account
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 19
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present their annual report and financial statements for the year ended 31 December 2023.

Principal activities

The principal activity of the Company during the year was to act as a special purpose vehicle involved in the construction and operation of the Winifred Holtby School and Tweedykes School in Hull.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

PK Johnstone
(Resigned 30 June 2023)
D A Leedham
J L Barnes
R W Christie
(Resigned 15 May 2023)
S McGhee
(Appointed 15 May 2023)
JS Gordon
(Appointed 30 June 2023)

Performance review

The result for the financial year, after taxation, amounted to £184,000 (2022: £244,000). The profit for the financial year will be transferred to reserves.

 

The directors are satisfied with the overall performance of the Company and do not foresee any significant change in the Company's activities in the coming financial year.

 

Key performance indicators

The performance of the Company from a cash perspective is assessed six monthly by the testing of the covenants of the senior debt provider. The key indicator being the debt service cover ratio. The Company has been performing well and has been compliant with the covenants laid out in the Group loan agreement.

 

Going concern

The Company prepares cash flow forecasts covering the expected life of the asset and so including the 12 month period from the date the financial statements are signed. In drawing up these forecasts, the directors have made assumptions based upon their view of the current and future economic conditions that will prevail over the forecast period. Based on these forecasts the directors have a reasonable expectation that the Company has adequate resources to continue in in operational existence for the foreseeable future.

 

In light of this, the directors continue to adopt the going concern basis of accounting in preparing the Company's annual financial statements.

 

Dividends

The directors do not recommend the payment of a dividend.

Financial risk management

Due to the nature of the Company's business, the financial risks the directors consider relevant to this Company are interest rate, cashflow and liquidity risk. The credit risk is not considered significant as the client is a quasi-governmental organisation.

 

Interest rate risk

The financial risk management objectives of the Company are to ensure that financial risks are mitigated by the use of financial instruments. The Company uses fixed rate interest loans to reduce its exposure to interest rate movements.

 

Cash Flow and Liquidity risk

Many of the cash flow risks are addressed by means of contractual provisions. The Company's liquidity risk is principally managed through financing the Company by means of long term borrowings.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Qualifying third party indemnity provisions

The Company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Auditor

Pursuant to Section 487 of the Companies Act 2006, the auditors will be deemed to be reappointed and Johnston Carmichael LLP will therefore continue in office.

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 within part 15 of the Companies Act 2006.

On behalf of the board
S McGhee
Director
7 July 2024
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

The directors are responsible for preparing the directors' report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. 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 the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

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 to 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.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
- 4 -
Opinion

We have audited the financial statements of Hull Esteem Consortium Projectco1 Limited (‘the company’) for the year ended 31 December 2023, which comprise the Profit and Loss Account, Balance sheet, Statement of Changes in Equity, 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:

Basis for opinion

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 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 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.

Other information

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 the audit:

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
- 5 -
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 Strategic Report or 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:

Responsibilities of directors

As explained more fully in the Directors’ responsibilities statement set out on page 3, 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 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.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

 

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 assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.

 

All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
- 6 -

We obtained an understanding of the legal and regulatory frameworks that are applicable to company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:

We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of relevant correspondence with regulatory bodies and board meeting minutes.

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. In areas of the financial statements where the risks were considered to be higher, we performed procedures to address each identified risk. We identified a heightened fraud risk in relation to:

In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:

Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, 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 intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed 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.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
- 7 -

Use of our report

This report is made solely to the company’s members, as a body, 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 members those matters we are required to state to them 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 members as a body, for our audit work, for this report, or for the opinions we have formed.

Allison Dalton (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
9 July 2024
Statutory Auditor
7-11 Melville Street
Edinburgh
EH3 7PE
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£'000
£'000
Turnover
3
3,340
2,317
Cost of sales
(2,978)
(1,944)
Gross profit
362
373
Administrative expenses
(366)
(301)
Operating (loss)/profit
4
(4)
72
Other interest receivable and similar income
6
2,821
2,918
Interest payable and similar expenses
7
(2,571)
(2,688)
Profit before taxation
246
302
Tax on profit
8
(62)
(58)
Profit for the financial year
184
244

The profit and loss has been prepared on the basis that all operations are continuing operations.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£'000
£'000
£'000
£'000
Current assets
Debtors falling due after more than one year
9
33,382
35,064
Debtors: amounts falling due within one year
9
1,920
2,229
Cash at bank and in hand
3,359
2,438
38,661
39,731
Creditors: amounts falling due within one year
10
(7,046)
(6,862)
Net current assets
31,615
32,869
Creditors: amounts falling due after more than one year
11
(30,589)
(32,027)
Net assets
1,026
842
Capital and reserves
Called up share capital
13
2
2
Profit and loss reserves
14
1,024
840
Total equity
1,026
842

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 7 July 2024 and are signed on its behalf by:
S McGhee
Director
Company Registration No. 07099748
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
Share capital
Profit and loss reserves
Total
£'000
£'000
£'000
Balance at 1 January 2022
2
596
598
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
244
244
Balance at 31 December 2022
2
840
842
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
184
184
Balance at 31 December 2023
2
1,024
1,026
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
1
Accounting policies
Company information

Hull Esteem Consortium Projectco1 Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 Park Row, Leeds, United Kingdom, LS1 5AB.

 

The principal activity of the Company during the year was to operate as a special purpose vehicle involved in the construction and operation of the Winifred Holtby school and Tweedykes school in Hull.

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 have been applied, other than where additional disclosure is required to show a true and fair view.

The presentational currency of the financial statements is pounds sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared on the going concern basis under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

The Company prepares cash flow forecasts covering the expected life of the asset and so including the 12 month period from the date the financial statements are signed. In drawing up these forecasts, the directors have made assumptions based upon their view of the current and future economic conditions that will prevail over the forecast period. Based on these forecasts the directors have a reasonable expectation that the Company has adequate resources to continue in in operational existence for the foreseeable future. In light of this, the directors continue to adopt the going concern basis of accounting in preparing the Company's annual financial statements.true

1.3

Disclosure exemptions

The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of Hull Esteem Consortium PSP Limited which can obtained from 1 Park Row, Leeds, United Kingdom, LS1 5AB. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102:

 

a)    No cash flow statement has been presented for the Company.

b)    The disclosures required by Sections 11 and 12 of FRS 102 (Basic Financial Instruments and Other

Financial Instruments Issues respectively) in respect of financial instruments not falling within the

fair value accounting rules of Paragraph 36(4) of Schedule 1.

 

The Company has taken advantage of the exemption in section 33 of FRS 102 'Related Party Disclosures', that allows it not to disclose transactions with wholly owned members of a group.

1.4
Revenue recognition

Turnover represents the services' share of the management services income received by the Company for the provision of a PFI (Private Finance Initiative) asset to the customer. This income is received over the life of the concession period. Management service income is allocated between turnover, finance debtor interest and reimbursement of finance debtor so as to generate a constant rate of return in respect of the finance debtor over the life of the contract.

 

 

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 12 -
1.5
Finance debtor
The Company has taken the transition exemption in FRS 102 Section 35.10(i) that allows the Company to continue the service concession arrangement accounting policies from previous UK GAAP. The Company is accounting for the concession asset based on the ability to substantially transfer all the risks and rewards of ownership to the customer, with this arrangement the costs incurred by the Company on the design and construction of the assets have been treated as a finance debtor within these financial statements.
1.6
Borrowings

Borrowings are recognised at amortised cost using the effective interest rate method. Under the effective interest rate method, any transaction fees, costs, discounts and premiums directly related to the borrowings are recognised in the profit and loss account over the life of the borrowings. Borrowings with maturities greater than twelve months after the reporting date are classified as non-current liabilities.

1.7
Cash and cash equivalents

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

Cash at bank includes £1,887,000 (2022: £1,318,000) restricted from use in the business, being held in the Company's reserve accounts under the terms of its Senior Loan facility.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
1.8
Financial instruments

A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.

Basic financial instruments are initially recognised at the transaction price and subsequently at amortised cost, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Debt instruments are subsequently measured at amortised cost. Other financial instruments are subsequently measured at fair value, with any changes recognised in the profit and loss account, with the exception of hedging instruments in a designated hedging relationship.

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in the profit and loss account immediately.

For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics.

Any reversals of impairment are recognised in the profit and loss account immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised. 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 entity after deducting all of its financial liabilities.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

1.9
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.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
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.

2
Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported. These estimates and judgments are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

 

Significant judgments

The judgments (apart from those involving estimations) that management has made in the process of applying the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as follows.

 

Market rate of interest

The directors have reviewed the interest rates applied to the unsecured subordinated loan stock and consider these to be at a market rate.

 

Key sources of estimation uncertainty

Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty are as follows.

 

Impairment of assets

The carrying value of those assets recorded in the Company's balance sheet, at amortised cost, could be materially reduced where circumstances exist which might indicate that an asset has been impaired and an impairment review is performed. Impairment reviews consider the fair value and/or value in use of the potentially impaired asset or assets and compares that with the carrying value of the asset or assets in the balance sheet. Any reduction in value arising from such a review would be recorded in the profit and loss account. Impairment reviews involve the significant use of assumptions. Consideration has to be given as to the price that could be obtained for the asset or assets, or in relation to a consideration of value in use, estimates of the future cash flows that could be generated by the potentially impaired asset or assets, together with a consideration of an appropriate discount rate to apply to those cash flows.

 

Accounting for service concession arrangements

Accounting for the service concession contract and finance debtors requires estimation of service margins, finance debtor interest rates and associated amortisation profile which is based on forecast results of the contract. These were forecast initially within the operating model at financial close and are closely monitored throughout the duration of the project.

 

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
3
Turnover and other revenue
2023
2022
£'000
£'000
Turnover arises from:
Rendering of services
3,340
2,317

The whole of the turnover is attributable to the principal activity of the Company wholly undertaken in the United Kingdom.

4
Operating (loss)/profit
2023
2022
Operating (loss)/profit for the year is stated after charging:
£'000
£'000
Fees payable for the audit of the annual report and financial statements
36
36

Included in the above fee is £6,000 (2022: £5,000) in relation to taxation advisory services fees payable to the Company's auditor. Also included in the above fee is £11,000 (2022: £11,000) for the provision of audit services and £1,000 (2022: £1,000) for tax advisory services of the immediate parent entity Hull Esteem Consortium Holdco1 Limited and its related parties, Hull Esteem Consortium Debtco Limited and Hull Esteem Consortium PSP Limited.

5
Employees

The average monthly number of persons employed by the company during the year was nil (2022: nil). The directors, who are key management personnel, did not receive any remuneration from the Company during the year (2022: £nil).

6
Interest receivable and similar income
2023
2022
£'000
£'000
Interest income
Interest on bank deposits
20
2
Interest from other related parties
2,801
2,916
Total income
2,821
2,918
7
Interest payable and similar expenses
2023
2022
£'000
£'000
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
2,046
2,159
Interest due on loans from group undertakings
446
451
Interest due on loans from related undertakings
45
45
Other interest payable and similar expenses
34
33
2,571
2,688
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
8
Taxation
2023
2022
£'000
£'000
Current tax
UK corporation tax on profits for the current period
60
57
Deferred tax
Origination and reversal of timing differences
2
1
Total tax charge
62
58

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£'000
£'000
Profit before taxation
246
302
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19%)
57
57
Adjustments in respect of prior years
3
-
0
Other non-reversing timing differences
2
1
Taxation charge for the year
62
58

A change in the UK Corporation tax rate to 25% took effect from 1 April 2023. This change has had a consequential effect on the Company's tax charge with the standard rate of tax in the current year reflective of a marginal tax rate of 23.5% arising from the Company's period straddling the 19% and 25% tax rates.

 

Deferred tax has been calculated at 25%.

9
Debtors
2023
2022
Amounts falling due within one year:
£'000
£'000
Trade debtors
94
-
Prepayments and accrued income
142
16
Finance debtor
1,682
1,557
Amounts owed by other related parties
-
652
1,918
2,225
Deferred tax asset
2
4
1,920
2,229
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
9
Debtors
(Continued)
- 17 -
2023
2022
Amounts falling due after more than one year:
£'000
£'000
Finance debtor
33,382
35,064
Total debtors
35,302
37,293
10
Creditors: amounts falling due within one year
2023
2022
£'000
£'000
Bank loans
1,340
1,403
Accruals and deferred income
1,214
1,131
Trade creditors
-
0
146
Amounts owed to group undertakings
212
231
Corporation tax
33
55
Other taxation and social security
293
177
Amounts owed to other related parties
23
150
Other creditors
3,931
3,569
7,046
6,862

Included within accruals and deferred income are amounts recognised in respect of future payments due on lifecycle underspends of £493,000 (2022: £533,000), the timings of which are uncertain.

Amounts due to group undertakings includes accrued interest of £109,000 (2022: £113,000) in respect of loan notes issued. Amounts due to other related parties includes accrued interest of £12,000 (2022: £11,000) in respect of loan notes issued.

The Company issued £4,625,144 of unsecured loan stock on 4 March 2010. The loan stock is subscribed for by Hull Esteem Consortium Debtco Limited, Hull Esteem Consortium Holdco1 Limited and Dalmore Capital (Para 1) Limited. Interest is charged on the loan notes at 12% and is payable semi-annually in March and September. The loan notes are repayable in instalments, also semi-annually in March and September, with final repayment due in March 2036.

 

11
Creditors: amounts falling due after more than one year
2023
2022
£'000
£'000
Bank loans and overdrafts
26,793
28,125
Amounts owed to group undertakings
3,451
3,550
Amounts owed to other related parties
345
352
30,589
32,027
HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
11
Creditors: amounts falling due after more than one year
(Continued)
- 18 -

Included within creditors: amounts falling due after more than one year is an amount of £23,528,000 (2022: £25,557,000) in respect of liabilities payable or repayable by instalments which fall due for payment after more than five years from the reporting date.

Senior debt relates to a facility provided by The Co-operative Bank and Nationwide Building Society, secured by a first legal fixed and floating charge over the assets of the Company and by guarantees provided by fellow group undertakings. The balance of the loan at 31 December 2023 was £28,385,000 (2022: £29,811,000). The facility is repayable semi-annually in March and September on an agreed profile, with the final repayment falling due on 30 September 2035. Interest is also payable semi-annually and is charged at a fixed rate of 7.06% per annum.

Issue costs of £252,000 (2022: £283,000) have been set off against total senior debt, and £47,000 (2022: £49,000) in respect of the loan stock.

12
Deferred taxation
The deferred tax included in the balance sheet is as follows:
Assets
Assets
2023
2022
Balances:
£'000
£'000
Short term timing differences
2
4
2023
Movements in the year:
£'000
Opening balance
4
Charge to profit or loss
(2)
Closing balance
2

The deferred tax asset set out above relates to short term timing differences that will unwind by 31 December 2024.

13
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of £1 each
2,499
2,499
2
2

There is a single class of ordinary share. There are no restrictions on the distribution of dividends and the repayment of capital.

HULL ESTEEM CONSORTIUM PROJECTCO1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
14
Profit and loss reserves

Profit and loss reserves records retained earnings and accumulated losses.

15
Related party transactions
The directors consider the material transactions undertaken by the Company during the year with the related parties with as follows:
2023
2022
2023
2022
Transaction
Transaction
Debtor /
Debtor /
amount
amount
(creditor)
(creditor)
£'000
£'000
£'000
£'000
Hull Esteem Consortium LEP
10% parent of Hull Esteem Consortium Holdco1 Ltd
Provision of goods and services
(114)
(90)
(56)
(5)
Dalmore Capital (Para 1) Limited
9% parent of Hull Esteem Consortium Holdco1 Ltd
Shareholder loan note
(12)
(14)
(356)
(366)
Interest payable
(44)
(51)
(11)
(12)
Hull City Council
10% shareholder in Hull Esteem Consortium LEP Ltd
Receipt of goods and services
7,925
6,796
94
653
Pass through costs
(128)
(127)
(128)
(127)
16
Controlling party

The immediate parent undertaking is Hull Esteem Consortium Holdco1 Limited. The ultimate parent company is Hull Esteem Consortium PSP Limited. It is the parent undertaking of the largest and smallest group to consolidate financial statements. Copies of Hull Esteem Consortium PSP Limited consolidated financial statements can be obtained from the Company Secretary at 1 Park Row, Leeds, United Kingdom, LS1 5AB. Hull Esteem Consortium PSP Limited is a jointly owned company with no ultimate controlling party. No one company has overriding control of Hull Esteem Consortium PSP Limited.

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