REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements for the Year Ended 30 September 2023 |
for |
Malvern Estates PLC |
REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements for the Year Ended 30 September 2023 |
for |
Malvern Estates PLC |
Malvern Estates PLC (Registered number: 02260334) |
Contents of the Financial Statements |
for the Year Ended 30 September 2023 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 4 |
Statement of Income and Retained Earnings | 8 |
Balance Sheet | 9 |
Cash Flow Statement | 10 |
Notes to the Cash Flow Statement | 11 |
Notes to the Financial Statements | 12 |
Malvern Estates PLC |
Company Information |
for the Year Ended 30 September 2023 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
Keepers Lane |
The Wergs |
Wolverhampton |
West Midlands |
WV6 8UA |
Malvern Estates PLC (Registered number: 02260334) |
Strategic Report |
for the Year Ended 30 September 2023 |
The directors present their strategic report for the year ended 30 September 2023. |
REVIEW OF BUSINESS AND FUTURE DEVELOPMENTS |
The company has traded profitably during the accounting period with a successful development in Maidenhead. Trading continues positively with future development opportunities which are already contractually secured or under consideration and which are likely to be profitable during the next accounting period. |
FINANCIAL RISK MANAGEMENT |
The company's operations limit exposure to financial risks due to the nature of its activity. |
Price risk |
The company is not exposed to commodity price or exchange rate risk as a result of its operations. The company has no exposure to equity securities price risk, as it holds no listed or other equity investments. |
Credit risk |
the company has implemented policies that require appropriate credit checks on potential customers before sales are made. |
Liquidity risk |
The company has access to a mixture of long-term and short-term debt finance that is designed to ensure that the company has sufficient available funds for operations and development opportunities that may arise. |
Borrowings for site purchases and working capital are negotiated to include loan interest costs in advance so that cashflow for construction is not compromised. |
ON BEHALF OF THE BOARD: |
Malvern Estates PLC (Registered number: 02260334) |
Report of the Directors |
for the Year Ended 30 September 2023 |
The directors present their report with the financial statements of the company for the year ended 30 September 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of Development of building projects |
DIVIDENDS |
No interim dividend was paid during the year. The directors recommend a final dividend of £ |
The total distribution of dividends for the year ended 30 September 2023 will be £ |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 October 2022 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, Haines Watts Wolverhampton Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Malvern Estates PLC |
Opinion |
We have audited the financial statements of Malvern Estates PLC (the 'company') for the year ended 30 September 2023 which comprise the Statement of Income and Retained Earnings, Balance Sheet, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 30 September 2023 and of its profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
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 Auditors' 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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. |
In connection with our audit of the financial statements, 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 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: |
- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Malvern Estates PLC |
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 Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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. |
Report of the Independent Auditors to the Members of |
Malvern Estates PLC |
Auditors' 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 a Report of the Auditors 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
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. |
In identifying and assessing risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following: |
- Identifying and obtaining an understanding of the legal and regulatory framework applicable to the Company and the industry in which it operates, and made enquiry of the Company's management to understand the Company's compliance with that framework; |
- Obtaining an understanding of the internal controls established to mitigate risks relating to fraud or other error which could affect the financial reporting process; |
- Making enquiries of management to determine whether they have knowledge of any actual or suspected fraud; |
- Reviewing assumptions and judgements made by the management in its significant accounting estimates; |
- In addition to transaction-based testing, on a sample basis, of sales, purchases and payroll costs, we have undertaken a review of accounting journals and non-routine payments and receipts; |
We did not identify any key audit matters relating to irregularities, including fraud. |
Because of the inherent limitations of an audit, there is a risk that we will not detect irregularities, including those leading to material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occuring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or mispresentation. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Malvern Estates PLC |
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 a Report of the Auditors 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. |
for and on behalf of |
Statutory Auditors |
Keepers Lane |
The Wergs |
Wolverhampton |
West Midlands |
WV6 8UA |
Malvern Estates PLC (Registered number: 02260334) |
Statement of Income and Retained Earnings |
for the Year Ended 30 September 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
OPERATING PROFIT and |
PROFIT BEFORE TAXATION |
Tax on profit | 5 |
PROFIT FOR THE FINANCIAL YEAR |
Retained earnings at beginning of year |
Dividends | 6 | ( |
) | ( |
) |
RETAINED EARNINGS AT END OF YEAR |
Malvern Estates PLC (Registered number: 02260334) |
Balance Sheet |
30 September 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 7 |
Investments | 8 |
CURRENT ASSETS |
Stocks | 9 |
Debtors | 10 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 11 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
12 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 14 |
Retained earnings | 15 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
Malvern Estates PLC (Registered number: 02260334) |
Cash Flow Statement |
for the Year Ended 30 September 2023 |
2023 | 2022 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 |
Tax paid | ( |
) | ( |
) |
Net cash from operating activities | ( |
) |
Cash flows from investing activities |
Purchase of tangible fixed assets | ( |
) |
Net cash from investing activities | ( |
) |
Cash flows from financing activities |
Loan repayments in year | ( |
) | ( |
) |
Amount introduced by directors | 770,440 | 45,691 |
Amount withdrawn by directors | (1,627,227 | ) | - |
Amounts owed by associated company | ( |
) |
Equity dividends paid | ( |
) | ( |
) |
Net cash from financing activities | ( |
) | ( |
) |
Decrease in cash and cash equivalents | ( |
) | ( |
) |
Cash and cash equivalents at beginning of year |
2 |
221,046 |
Cash and cash equivalents at end of year |
2 |
1,091 |
209,264 |
Malvern Estates PLC (Registered number: 02260334) |
Notes to the Cash Flow Statement |
for the Year Ended 30 September 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2023 | 2022 |
£ | £ |
Profit before taxation |
Depreciation charges |
58,146 | 151,647 |
Decrease in stocks |
Decrease/(increase) in trade and other debtors | ( |
) |
Decrease in trade and other creditors | ( |
) | ( |
) |
Cash generated from operations |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 30 September 2023 |
30.9.23 | 1.10.22 |
£ | £ |
Cash and cash equivalents | 1,091 | 209,264 |
Year ended 30 September 2022 |
30.9.22 | 1.10.21 |
£ | £ |
Cash and cash equivalents | 209,264 | 221,046 |
3. | ANALYSIS OF CHANGES IN NET FUNDS/(DEBT) |
At 1.10.22 | Cash flow | At 30.9.23 |
£ | £ | £ |
Net cash |
Cash at bank | 209,264 | (208,173 | ) | 1,091 |
209,264 | ( |
) | 1,091 |
Debt |
Debts falling due within 1 year | (10,000 | ) | - | (10,000 | ) |
Debts falling due after 1 year | (27,237 | ) | 9,825 | (17,412 | ) |
(37,237 | ) | 9,825 | (27,412 | ) |
Total | 172,027 | (198,348 | ) | (26,321 | ) |
Malvern Estates PLC (Registered number: 02260334) |
Notes to the Financial Statements |
for the Year Ended 30 September 2023 |
1. | STATUTORY INFORMATION |
Malvern Estates PLC is a private company , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page. |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Preparation of consolidated financial statements |
The financial statements contain information about Malvern Estates PLC as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Tangible fixed assets |
Equipment | - |
Investments in subsidiaries |
Fixed asset investements are intially recorded at cost, and subsequently stated at cost less any accumulated impairment losses. |
Stocks |
Work in progress is measured at the lower of cost and estimated selling price less costs to complete and sell. Costs include all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Malvern Estates PLC (Registered number: 02260334) |
Notes to the Financial Statements - continued |
for the Year Ended 30 September 2023 |
3. | EMPLOYEES AND DIRECTORS |
There were no staff costs for the year ended 30 September 2023 nor for the year ended 30 September 2022. |
The average number of employees during the year was NIL (2022 - NIL). |
2023 | 2022 |
£ | £ |
Directors' remuneration |
4. | OPERATING PROFIT |
The operating profit is stated after charging: |
2023 | 2022 |
£ | £ |
Depreciation - owned assets |
Auditors remuneration - audit services |
Auditors remuneration - non-audit services |
5. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax |
Tax on profit |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
Profit before tax |
Profit multiplied by the standard rate of corporation tax in the UK of |
Effects of: |
Capital allowances in excess of depreciation | - | ( |
) |
Marginal relief | (2,845 | ) | - |
Total tax charge | 11,359 | 27,986 |
6. | DIVIDENDS |
2023 | 2022 |
£ | £ |
Ordinary shares of £1 each |
Final |
Malvern Estates PLC (Registered number: 02260334) |
Notes to the Financial Statements - continued |
for the Year Ended 30 September 2023 |
7. | TANGIBLE FIXED ASSETS |
Equipment |
£ |
COST |
At 1 October 2022 |
and 30 September 2023 |
DEPRECIATION |
At 1 October 2022 |
Charge for year |
At 30 September 2023 |
NET BOOK VALUE |
At 30 September 2023 |
At 30 September 2022 |
8. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 October 2022 |
and 30 September 2023 |
NET BOOK VALUE |
At 30 September 2023 |
At 30 September 2022 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: Newick Edge, 1 Newick Avenue, Sutton Coldfield, England, B74 3DA |
Nature of business: |
% |
Class of shares: | holding |
£ | £ |
Aggregate capital and reserves |
9. | STOCKS |
2023 | 2022 |
£ | £ |
Work-in-progress |
Malvern Estates PLC (Registered number: 02260334) |
Notes to the Financial Statements - continued |
for the Year Ended 30 September 2023 |
10. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Amounts owed by associates |
Other debtors |
Directors' loan accounts | 255,777 | - |
Tax |
VAT |
11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Bank loans and overdrafts (see note 13) |
Trade creditors |
Amounts owed to associates | 68,784 | - |
Tax |
Other creditors |
Directors' loan accounts | - | 601,010 |
Accruals and deferred income |
12. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2023 | 2022 |
£ | £ |
Bank loans (see note 13) |
13. | LOANS |
An analysis of the maturity of loans is given below: |
2023 | 2022 |
£ | £ |
Amounts falling due within one year or on demand: |
Bank loans |
Amounts falling due between two and five years: |
Bank loans - 2-5 years |
14. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 50,000 | 50,000 |
Malvern Estates PLC (Registered number: 02260334) |
Notes to the Financial Statements - continued |
for the Year Ended 30 September 2023 |
15. | RESERVES |
Retained |
earnings |
£ |
At 1 October 2022 |
Profit for the year |
Dividends | ( |
) |
At 30 September 2023 |
16. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
The following advances and credits to a director subsisted during the years ended 30 September 2023 and 30 September 2022: |
2023 | 2022 |
£ | £ |
Balance outstanding at start of year | ( |
) | ( |
) |
Amounts advanced |
Amounts repaid | ( |
) | ( |
) |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year | ( |
) |
17. | RELATED PARTY DISCLOSURES |
The company is controlled by D Rahal who owns 100% of the issued share capital. |
Payments were made during the year on behalf of Malvern Homes Limited, a company in which one of the directors has a 33% shareholding. The balance due from this company at the end of the year was £374,572 (2022 - £337,648). |
The balance due to Malvern Estates (New Homes) Limited, a company in which the directors have a controlling interest, at the year end of the year was £68,784 (2022 - £69,924). |